


Whumptober: Penny Parker Edition

by Emily_F6



Category: Iron Man (Movies), Marvel Cinematic Universe, Spider-Man: Homecoming (2017), The Avengers (Marvel Movies)
Genre: Female Spiderman, Gen, Irondad, Penny Parker - Freeform, Peter is Penny because Peter is a girl, Tony Stark Has A Heart, Whumptober 2018, spiderman - Freeform
Language: English
Status: Completed
Published: 2018-10-08
Updated: 2018-10-31
Packaged: 2019-07-28 04:13:24
Rating: Teen And Up Audiences
Warnings: No Archive Warnings Apply
Chapters: 24
Words: 86,217
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/16233983
Author URL: https://archiveofourown.org/users/Emily_F6/pseuds/Emily_F6
Summary: It's Whumptober for Penny Parker. A series of unrelated one-shots following the prompts for Whumptober.





	1. Fever

**Author's Note:**

> So I thought I'd jump in a little late to Whumptober. I can't promise I'll post every day, but here's day 8: Fever. (I'll also post on FF and A03). These are going to be unrelated to my Penny Parker fic which will, at some point, get a sequel :)

**Fever**

Ever since her spider bite, Penny had managed to avoid every cold, sinus infection, and flu that had passed through her school. In the last year and a half, Ned had been sick several times, and MJ had even sneezed on her once (on accident…but it had still been gross.) Then May had come down with that flu that had left her exhausted and throwing up for four days straight. Penny had been the one to take care of her, although Miss Potts had come over one day to help, bringing soup and a bunch of medicine. After May had been feeling better, Mr. Stark and Miss Potts had had them over for dinner, and Mr. Stark had asked if she was feeling okay, but Penny was feeling fine, and she had been ever since.

Ned had wondered aloud if she even could get sick. Once in the lab, after she'd brought up the question herself, Mr. Stark had drawn a little blood and had run some tests, but nothing had been conclusive. Mostly, he was just impressed at her mutation and together, the two of them had looked through the research he'd done so far. He had managed to study her DNA without making her feel like a science experiment, and at no point had she felt uncomfortable. They'd looked at her metabolism as well, him trying to figure out exactly how much she needed to eat, and her admitting that she felt exhausted and hungry most days between breakfast and lunch, which had led to Mr. Stark developing some special protein bars that he'd had delivered to her house in bulk. They tasted like chocolate and were delicious.

When Doctor Banner and Thor had reappeared from…well, wherever it was they'd disappeared to (she hadn't been given a lot of detail, but Mr. Stark had promised to tell her the whole story someday soon when things settled down) with Loki and a bunch of Asgardian people, Mr. Stark had brought her down into the lab, introduced her to Doctor Banner, and, after getting her permission of course, they'd taken another look at her blood, working together to come up with a somewhat effective pain medication for her. Mr. Stark hadn't told Doctor Banner about her alter-ego, but she had when they'd been working. So now Thor and Doctor Banner, who were living with Mr. Stark in the tower for the moment, knew about Spidergirl, along with Loki who didn't seem to care one way or another.

Ever since the Homecoming incident, she'd been going over to the Compound, then the Tower, every other weekend for her 'internship.' He'd been nice enough to make sure she got school credit for it, assuring her that it really wasn't a problem, and while May went out with Miss Potts, Penny and Mr. Stark worked together in the lab, him messing around with his armor and her tinkering with her web-shooters or trying to improve her web-fluid. Slowly, he'd gone from distant mentor to a…well, she didn't want to say father figure. It seemed too intimate…to informal. Still, he seemed to like having her around, they texted sometimes, and he even had her stay over after the lab work so that they could watch movies some nights. Lately, Doctor Banner and even Thor had joined them.

It was pretty cool…she was Spidergirl and she had an internship with Stark Industries that she was getting college credit for and she got to spend personal, one-on-one time with her idol, Tony Stark a.k.a. Iron Man! So, despite the occasional incident with Flash, the piling up of her homework, trying to keep her identity a secret from her classmates along with the rest of New York, and other normal teenage girl problems, she had to admit, life was pretty great. And then she'd gotten a cough.

It wasn't a bad one. She'd woken up on Tuesday morning with a sore throat and a cough and had immediately ignored it, taking a shot of cold medicine, drinking a glass of orange juice then downing a whole glass of ice water. All day, she'd drank ice water and at lunch, she bought more orange juice. She thought maybe she should skip patrols, but she felt mostly fine by the time school was over so she went on as usual, cheerfully greeting Karen as she swung her way around the city. There wasn't a ton of action…she managed to stop a guy from breaking into an apartment…it turned out that it was his apartment and he'd just been trying to get back in after being locked out, but still…her heart had been in the right place. She'd said hi to Mr. Delmar and had given a confused tourist directions to the ferry. And then she'd stopped a guy from stealing a bicycle.

She hadn't done anything particularly strenuous, but by 7:30, as she sat on a rooftop a few miles from home, she felt a cold sweat on her forehead, and her whole body felt several pounds heavier. She knew she could make it home, but her throat was killing her and she was exhausted. Unfortunately, she had several hours worth of homework, so she had no choice but to ignore Karen who suggested she get some rest and webbed her way back home, then worked until she passed out at her desk and May had to rouse her and coax her into bed.

The next morning, she doubled down on the cold medicine and the orange juice, feeling her heart sink when it didn't do anything for the sore throat. She felt even more tired than before she'd gone to sleep, and her stomach was sick, but she figured that could be the cold medicine mixed with the huge glass of orange juice. May, thankfully, had left early for work, so she hadn't noticed Penny's predicament. So she did her best to choke down one of those protein bars, then hurried to the subway, surprised at how weak she felt by the time she finally sat in her seat on the train. Leaning her head against the window, she swallowed back the nausea, wincing when the swallowing sent sharp stabs of agony through her throat. It felt swollen…more swollen than before, and she wasn't sure how much good orange juice was going to do.

As the day went by, she felt worse and worse. By lunch, she was just laying her head on the table, brushing aside Ned's concern and choking down the orange juice MJ handed her. She did her best to focus in her last two classes but when she was called on by her Chemistry teacher to answer a question, she had to admit that she wasn't sure what the answer was, much to Flash's delight. By the end of the day, she was too exhausted to even think about patrolling, so she decided to skip it and go straight home after school, crawling into bed and drinking the last of the orange juice, the last of the cold medicine, and dropping into an uneasy sleep. Her phone woke her a few hours later, and she groaned as she reached a hand out from under the covers, slapping her nightstand before finally finding her Starkphone and holding it up to her eyes. 'Don't you usually patrol on Wednesdays, Spiderkid?'

Barely coherent enough to form a response, she managed to type out 'too much homework had to do it and sleep.' Then she promptly dropped back into sleep, not waking until her alarm went off the next morning at 6:00. Her body refused. Her throat hurt so bad that she couldn't even swallow. And her brain felt like soup, chills racking her body as she huddled under the covers one minute, then threw them off the next. Her whole body ached, especially her neck which felt swollen, and a coughing fit had her eyes watering. May was at work by the time she dragged herself out of bed, knowing instantly that school was out of the question. Even though she would have liked to have May there to help, she knew that her aunt had been working more shifts to cover for a coworker who had just lost a family member. Instead of getting dressed, she swallowed a glass of water, barely managing to get it down, then dropped weakly onto the sofa. She knew she needed to eat in some part of her brain, but there was no way she could get off of the sofa.

She must have slept because when she opened her eyes again, she felt like death. She was hot…no…cold. And she hadn't felt so weak since before the spider bite…like she could barely lift her arms or head…barely walk into her room which she managed to do by leaning on the walls and grabbing at furniture. She wasn't sure what made her grab for her Spidergirl suit…looking back, she thought that maybe she knew that something was wrong and that she needed help. She'd never been to a doctor alone and wasn't really sure how to make an appointment, so she thought she must have decided on the next best thing.

Karen sounded worried when she pulled her mask on, slapping the emblem on her chest and feeling the suit tighten around her pajamas. "Penny, your fever is dangerously high. Would you like me to alert Mr. Stark?"

"No…" She muttered, stumbling toward her window and crawling out, holding onto the walls with her sticky hands and crouching on the fire escape. She didn't want to bother Mr. Stark, not when he could be busy. But, she thought in her fever-addled mind, she just knew that she needed to get to Stark Tower which was, thankfully, closer than the Compound. But even just saying that word made her throat catch fire, and when she tried to swallow the saliva in her mouth, she found that it was almost impossible. Tears gathered in her eyes, and she sniffed, not wanting to cry in the Spidergirl suit. But it hurt so much! "Need…Tower."

"Do you need the fastest path to Stark Tower?" Karen asked, her voice patient.

"Mhm."

"Okay. I'm lighting up the fastest path." She couldn't even thank Karen…her head was pounding and as she shot a web at the closest building, she felt her whole body ache as she swung off of her fire escape. She let her eyes close until her spider sense went off, letting her know that she was approaching the building, and she snapped them open again, grasping anxiously at the building before she could slam into it.

She made it about three blocks before she inevitably missed. Her web didn't catch, but she leapt anyway, and the next thing she knew, she was on the ground, dazed and in even worse pain. "Penny? Penny, you have sustained multiple injuries. Would you like me to contact Mr. Stark?"

"No." She rasped, sitting up slowly, vaguely surprised at how much effort that took. Her head had gone from pounding to…whatever was worse than pounding. Her brain couldn't come up with the word at the moment. Or figure out how to stand. Or how to get to Mr. Stark who she knew would help her. All she knew was that she needed him but she couldn't bother him…for some reason. Or maybe it was Doctor Banner she needed…she couldn't remember. Using her web-shooter, she shot a web at the closest building and pulled herself up, sprawling on the roof and hitting her face on the ground. Moaning, she pushed herself up again, coughing and fighting tears as she tried to cope with the pain. She just wanted to stay on the roof, but some part of her brain knew that wasn't safe…not in her suit and not as hot as she was. Or was she cold? She couldn't figure it out. "Karen?"

"I have highlighted the shortest route to Stark Tower, Penny. You need to follow that path and get help or I will be forced to alert Mr. Stark."

"K." She lifted the lower half of her mask, spitting saliva onto the ground rather than swallowing it, and limped her way to the edge of the roof, wondering if she'd hurt her leg. She shot another web, leaping and, thankfully, she made it a whole seven blocks before falling again, barely managing to pull herself back up this time, then, finally, she could see the tower.

She landed on the side of the building, crawling up the side until she found the window that led to the living room, and FRIDAY let her in. The next thing she knew, she was sprawled out on Mr. Stark's floor, staring very closely at the fibers of his expensive carpet, and even though she pushed as hard as she could against the floor, she couldn't get herself off the floor. Then she was coughing, and she couldn't stop the tears anymore. But she couldn't wipe them away…couldn't move her arm as she sobbed on the floor.

"Penny?" She knew that voice. Opening her eyes, she found herself staring at someone's knees, and then she managed to look up and met the eyes of Thor. She thought she should be embarrassed, but she was so hot. So, so hot and so cold and her leg hurt and so did her head and everything else. "Penny, are you alright?" Thor asked, a huge, gentle hand on her shoulder.

"Don't feel good." She sobbed, lips trembling, and then he got an arm under her, lifting her easily and then easing her down onto the sofa.

"Alright. FRIDAY, we need Banner." Thor called at the ceiling, and usually Penny would find it amusing to see the Asgardian shouting at the air, but all she could think about was how much she wanted to sleep and escape the awful pain.

"Why is the Spider child crying on the sofa?" Another familiar voice asked, sounding less interested than his words would imply, and she wondered if she was still crying. Hands slipped under her mask and pulled it off, careful of her hair, and then let her head back down onto a pillow.

"I…I am not sure." Thor answered right before a freezing cold hand touched her forehead and she bit back a whimper.

"She is very hot…"

"Penny? What happened?" That was Doctor Banner, but she couldn't answer, sobbing and then crying even more when it just hurt. "Her head's bleeding…FRIDAY?"

"Miss Parker crawled in through the window. Her AI informed me that she is running a high fever and fell several times on her way from her house, twice from a height of over twenty feet. She has a sprained ankle, a mild concussion, and several abrasions along her arms and on her face."

"How high is her fever?"

"103.9."

"Okay…FRIDAY, get Tony here now. Penny? Can you hear me?" She made a noise, trying to ignore how much that hurt. "Penny?"

"Hm?"

"Try to stay awake, Pen. Thor, can you pick her up? I need to get her to the Medbay."

"Of course." The large hands lifted her again, holding her against a massive chest, and then she was being placed on a less comfortable bed. Had she fallen asleep? She didn't remember. All she knew was that she was so cold and everything hurt and she wanted to sleep. So she tried to ignore the hustle going on around her, to weak to keep her eyes open. But then she was coughing and sobbing once more, and a wooden stick was pressing down on her tongue.

"Penny, can you open your mouth?" Doctor Banner asked. She did, shivering and wishing she had a blanket. "Thor, can you get me an ice pack and wrap it in a towel? FRIDAY, where's Tony?"

"Boss is on his way, Doctor Banner."

"I'm cold." She whimpered when something touched the emblem on her suit, and then someone was holding her up and easing the suit off of her, leaving her shivering in just her pajamas.

"I know, it's okay." Doctor Banner assured her softly, and then something cold was laid across her forehead. She cried out, trying to push it away, but it hurt too much to make any kind of noise so she gave up.

"It looks like she has a pretty severe case of strep throat. We need to get her fever down. Thor, sit with her for a minute? I have to get a fever reducer and I need to start her on antibiotics. Penny?" He tapped her cheek but she just turned away, whining and shivering on the cold table. "I'll be right back."

Penny opened her eyes, finding Thor sitting by her side, looking out of place in a metal folding chair. "I'm cold." She whined again, barely able to get the words out.

"Yes, that is your fever." He told her, a hand landing on her shoulder. "Banner will bring you medicine that will bring your fever down." She shuddered, fingers twitching as she tried to find a blanket, and he caught her hand, squeezing gently. She must have fallen asleep, because the next thing she knew, someone was poking her in the arm and she jerked away, crying out hoarsely when someone else held her arm down, letting the first person stick a needle in her arm.

Then someone was running a cold rag over her face, wiping gently, and she settled a little, dozing and wishing it was a warm rag, then wishing it was colder. Her thermostat seemed to be broken, and her whole body was heavy…too heavy to move. She couldn't even make herself open her eyes until the elevator beeped and someone approached her bed.

"What's going on?" She deflated at the voice, crying in relief. Mr. Stark. He would protect her. She couldn't lift her head up to see him, but she knew that voice anywhere. "Penny? What happened?" His hand took hers, a thumb rubbing over her knuckles, and another brushed her hair back. "Penny?"

"Mr. Stark?" Her voice barely came out a rasp and just saying his name made her throat hurt so much that tears dripped down the sides of her face, trailing down her cheeks.

"Yeah, I'm here, kid." He murmured, wiping tears from her cheeks with his thumb. "It's okay…Bruce?"

"It looks like she had a pretty bad case of strep throat…her fever is worrying, but I've got her on antibiotics and a fever reducer."

"Why is there blood? What happened to her face?"

"Apparently she fell a couple of times swinging over here." Mr. Stark swore under his breath.

"Okay. FRIDAY, call May. Tell her we have Penny here. Call her school too. Tell them she won't be in for the rest of the week." A hand brushed her hair out of her face, thumb brushing more tears away. "Penny?" She tried to make a noise, and apparently, that was enough. "It's okay, kiddo." She begged to differ…nothing had ever hurt this much and her brain wasn't working and she was so tired that she could barely keep her eyes open, but she didn't have the strength to argue.

She must have slept again. The next time she opened her eyes, someone was shaking her a little, a straw held to her mouth. "Penny? Take a drink, kiddo. You need to stay hydrated."

"No." She whimpered, turning her face away and knowing that she'd rather be dehydrated then swallow something. "Hurts."

"Just a little, Pen. Please?" She couldn't deny him, not when he was saying please, and she took a sip of the water, tears dripping from her eyes when she swallowed. "Good job, kiddie. Go ahead and sleep some more if you want." She did, but then she was cold. So cold…so much colder than before. And wet…she gave a strangled scream, sobbing and fighting as someone eased her into a tub of what felt like ice water.

"No…no, please…Mr. Stark!" She gasped, opening her eyes and finding the man hovering over her, a hand under her neck.

"It's okay. We have to get your fever down. It's okay."

"No…no…cold…"

"I know, honey. I know." He murmured, stroking her hair and keeping her head above water, supporting her neck. "It's not for much longer. Just relax." Her lips trembled but she couldn't fight, so she slumped into the water, shivering and then swallowing the pills he held to her mouth, flinching when she had to follow them with a drink of water.

"We have to up her nutrients…her healing isn't working as fast as it usually does…that scrape on her head is still bleeding." Someone pressed something to her head and she realized that Bruce was still in the room. Doctor Banner. She called him Doctor Banner. She wondered where Thor was, but she couldn't even open her eyes, much less ask. Mr. Stark stayed by her side, stroking her hair and making her drink every few minutes until she finished a full glass of water.

After what felt like hours, and long after she'd stopped shivering, she was pulled out of the bath of what had turned out to be room-temperature water, and Miss Potts appeared from somewhere, changing her out of her wet pajamas, drying her off, and dressing her in warm, new-smelling pajamas. Penny felt pretty bad…she didn't even have the energy to thank the woman, but Miss Pott's put a towel around her hair and rubbed a hand over her cheek, promising that she'd feel better soon. When she was settled into a bed, a sheet placed over her, Mr. Stark taking his spot at her side again, Doctor Banner returned, checking her temperature and nodding to himself. "It's down to 101.2…still high, but a lot better." He said something else, and then Mr. Stark was talking but she was so tired. She just closed her eyes, letting her head slump back against the pillow as Mr. Stark continued to stroke her hair.

When she woke again, Mr. Stark was sitting at her side and she was in her bedroom at the tower. "Hey, kiddo. How are you feeling?"

"Mr. Stark?" She asked, surprised that her throat, while still painful, was now bearable.

"Yep. And you are?"

She frowned. "Penny…"

He grinned. "Just making sure. That fever was pretty high." He ran a careful hand over her forehead, nodding to himself. "Still not, but not nearly as bad. How's your throat?"

"Better."

"Think you can drink this?" He held out a glass of water with a straw, and she took a long drink, wincing but managing to drink all of it. "Good." He took the glass back, then took her hand, squeezing a little. "May is here…she's taking a nap. You want me to get her?" Penny shook her head. As much as she wanted to see May, she knew her aunt needed sleep…she was always working so hard.

For a moment, Mr. Stark was quiet. Then he leaned in a little. "Pen…why didn't you just call? I could have had Happy pick you up." She shrugged, uncomfortable with the question. "You have my number. You have the direct line to the Tower…you really freaked Thor out, you know? Bruce too."

"Sorry." She muttered.

"Don't be sorry, kiddo. But if you're sick or in trouble…if you need help, you can call me. Always. No matter what's going on."

"I just…I didn't want to bother you. You were in meetings and…" She trailed off, shrugging again, and his face turned serious.

"Kiddo, you're not bothering me when you need help. That's what I'm here for. It's why I gave you a suit with an AI and my direct line and the direct line to my Tower and Happy." She rubbed a tired hand over her eyes and he pushed some more of her hair back when she accidentally disrupted it. "So next time, don't try to swing to the Tower on your own when you have a ridiculously high fever." He smiled a little, and she nodded. "Alright, kid. You're obviously too tired to take any of this in. Try to get some more sleep." She glanced around her empty room, and he rested a hand on hers, then shifted a little closer. "I'll be right here, Pen. We'll talk when you wake up, okay?"

"Thank you, Mr. Stark." He smiled as her eyes drifted shut, his face the last thing she saw before slipping back into sleep.

"Sure thing, Spiderling."

Thank you for reading!


	2. Stranded

**Notes for the Chapter:**

> I don't love this one, but I guess they can't all be winners :)

**Stranded**

‘If you were stranded on a deserted island, what three things would you bring?’’ It was a question Penny’s class had been pretty obsessed with for a few days in eighth grade, friends whispering it to each other in class or at recess, going around in a circle to see who came up with the best answer. She’d usually gone with a book she really liked, a change of clothes, and a box of food, and had thought herself pretty smart. Then MJ had grinned and answered ‘a boat, a jug of water, and a can of gas.’ Everyone agreed that she had won, and so they’d stopped playing, moving on to better games like fuck, marry, kill, which she hadn’t found nearly as fun. 

Now, sitting in the dirt, back propped up against a tree, she wished she’d given more thought to what she would take with her if she were stranded in a forest. After a plane crash. With Tony Stark...who she couldn’t find. 

‘Breathe, Penny.’ She thought to herself, her own mental voice desperate and terrified. ‘Breathe. It’s okay. It’s going to be okay. You aren’t going to die here. It’s going to be okay.’ She knew she was crying...knew her thoughts weren’t moving through her brain in the right order. She was a superhero! Practically an Avenger...she was sitting amidst the wreckage, leg impaled on a piece of metal from the plane, and she was just staring into space, eyes lazily moving over the trees. ‘The metal...you need to take care of the leg wound,’ she tried to convince herself, but it was like she was weighed down with lead. 

it was supposed to be a fun trip to California where he had planned on showing her and May his new beach house in California over her summer break. But at the last minute, May had been roped into working an extra shift to cover for someone else, and Miss Potts had had a last minute meeting, so the two had planned to join Penny and Mr. Stark the next day. 

Mr. Stark had been piloting the plane, but has set it to autopilot and joined her in the back, the two of them watching a movie and her nearly asleep when her senses had gone off. She’d looked up at him, blood draining from her face as she’d fought to figure out what to do. “Penny?”

“Mr. Stark, something’s wr…” And then there had been an explosion.

She didn’t remember much of what had happened next. Screaming. Her own screaming. And a hand on hers that she’d gripped for dear life. She’d known that they were in danger so she’d pulled him close, holding him tight and hoping it was enough. And then a crash and a bang and jarring pain and nothing. 

‘Think. You have to get up. What if Mr. Stark is hurt?’ But she’d had him, she cried to herself. She’d been holding on to him, terrified of being separated...but he hadn’t been there when she’d opened her eyes to find herself lying beside a tree, head throbbing, her leg hurting so badly it didn’t make any sense. For a while she’d been unable to think around the pain, just screaming and thrashing until, inevitably, the pain had evened off, her body learning to live with it for the moment. Now she sat with her head against the tree, bark rough against her scalp, and she tried to shift...to scoot up or move or anything, but she was so tired. There was a growing red stain on her jeans, and with shaking fingers, she touched the metal protruding from her leg. 

It looked like any nondescript piece of metal...about a foot long and ragged and at least an inch thick. It was lodged in her calf and emerged right below her knee, and she could feel her body trying to heal around it. Whimpering, she gripped the metal, starting to pull, then immediately let go when the pain flared, her nerves set on fire as she gasped, dropping her hands. “No, no no…” She sobbed, clamping a hand over her mouth. “Shit.” She bit out the curse, wiping the tears that fell from her eyes. She didn’t have time to cry. She needed to find Mr. Stark.

Grabbing the tree with fingers that stuck to anything, she started to pull herself up, but her leg refused to take her weight. Gripping the tree, she tried to hold herself up, but it was no use...her leg buckled and she dropped back down to the ground. “Mr. Stark... “ She whimpered his name, eyes closed as she prayed for him to find her. She knew that he could be hurt...that he could be dying, but she was stuck and bleeding and she couldn’t stand up and the longer she sat there, the dizzier she felt. “Please...Mr. Stark...I don’t...I don’t know what to do…” Penny clamped her hand over her mouth, sobbing. “Please…”

She forced her eyes open after a moment, trying to take in her situation. There were trees...one was on its side, thick roots stuck up in a tangle from the ground, surrounded by clumps of dirt. It was silent...the plane must not have crashed too long ago or the birds would have been chirping again...squirrels running around and whatever else happened in nature. She had never lived anywhere but Queens. No matter where she looked, all she could see were trees, dirt, bushes, and scraps of metal from the plane. 

“Mr. Stark!” She screamed again as loudly as she could. “Mr. Stark!!” She was silent then, but there was no response, and her eyes drifted shut, head slumping back against the tree. “Please...please, Mr. Stark. I need help.” Lips trembling, she let herself rest, giving into the painlessness of sleep. 

It felt like she had just closed her eyes when someone called her name. She was floating...it was dark and warm and she was comfortable but someone was yelling for her...a voice she always listened to. “Penny? Oh god...Penny, you need to wake up. Come on, kid!” A hand on her shoulder shook her gently, and she felt herself shivering...but she’d been so warm! “Come on...Penny! Shit! Fuck!”

“Captain…’Merica...would not approve.” She slurred, trying to smile, and she heard him give a relieved, strangled laugh.

“Yeah, well he can get his ass out here and tell me that himself.” She pried her eyes open, meeting Mr. Stark’s gaze and taking him in. He was pretty rough looking...his hair was a fluffed up mess, and blood trailed down one side of his face. He was holding his left hand to his chest, wrist bent at an awkward angle, but he was crouching in front of her, reaching out his right hand and gripping her shoulder. “You with me, kiddo?” 

“Yeah...I...I think so.” She muttered, bringing a tired hand up to wipe her face. 

“Okay. We need to take a look at your leg...can you move your foot?” She blinked a few times, brain fuzzy and barely functioning, but eventually, she got it, flexing her ankle and moving her toes. “Good. Okay...okay. I found this.” He gestured to a first aid kit, popping open the lid and revealing some alcohol wipes, a few butterfly strips, a sewing kit, and an ace bandage. “Okay.” He sighed, jaw tight and teeth clenched. “Okay.”

“Why do you keep saying that?” He gave her a look and she started to push herself up, but he shook his head, gripping her shoulder.

“No, no...stay still. It’s okay. I mean...it’s fine. We need to look at your leg, fix that as best we can, and then we need to get you warmed up.” She frowned. 

“I’m not...cold…”

“You’re in shock, you’re losing blood, and your lips are turning blue. You are cold, you just don’t know it yet.” She blinked, not sure what he was telling her, but then was pulling a piece of metal out of her leg and she was screaming, head slamming back against the tree and wrapping her leg with a towel he’d found somewhere. He ripped off his belt, wrapping it around her leg and tightening it...usually she would have known why, but this was Mr. Stark and even if she had no idea what he was going, she trusted him. 

He clamped down on her calf with the towel and she realized she was crying, lips in a tight line as she stared up at the sky through the canopy of leaves. It was a cloudy day, the wind moving silently through the trees, and she shivered, realizing that maybe she was cold. “Mr. Stark?” She choked out, trying to stop the sobs.

“Yeah, kiddo?” He asked through gritted teeth as he tried to stop the bleeding.

“I’m...I think I’m cold.”

“Yeah, I know.” Mr. Stark shifted and suddenly she was covered in a blanket. 

“Where...?”

“I found a couple in the wreckage...blankets, three bottles of water, and your backpack which contained a change of clothes, your destroyed laptop which I promise to replace, and a new copy of that Hank Green guy’s book, also destroyed.” 

“It’s sighed.” 

“Yeah, I’ll get you a new one. Promise. Hell, I’ll make sure you can meet him.” He squeezed her good knee. “Here. Drink up, Pen.” She opened her mouth when he put something against it, and she took a drink from the bottle. “Okay…”

“Are you nervous?” She asked when he moved to sit beside her, wrapping an arm around her shoulder and rubbing up and down her bare arm, tucking a second blanket around them. He’d said ‘okay’ at least five times in the last five minutes and she was starting to worry.

“Kid, our plane crashed in the middle of a forest, we don’t have a working cellphone or way to contact anyone, neither of us have our suits, and your leg was impaled on a piece of metal and may be getting infected as we speak. So yeah...I’m a little nervous.” She shivered, huddling beside him as he wrapped them even tighter in the blanket. “We’re going to get you warmed up, then I’ll work on building a fire, okay?” She nodded, sure he could take care of this. Iron Man could fix anything. She closed her eyes, leaning her head on his shoulder, and he squeezed her to his side. 

When she opened her eyes again, Mr. Stark was kneeling a few feet away, arranging sticks into a neat pile and then pulling a lighter from his pocket. “You don’t smoke.” She pointed out, and he turned to face her, lips turning up a little at the corners. 

“Not anymore.” He corrected, sitting back down beside her and handing her a bottle of water. She took a drink, handing it back to him, and he finished off the bottle. “I found it in an emergency kit.”

“Is there a cell phone in that emergency kit?” He chuckled.

“Yeah, no. We’re out of survival tools, I’m sorry to say.” He glanced over. “How’s the leg.” 

“Um…” She flexed her ankle and lifted it a little. It hurt, but at least it was somewhat bearable. “Better. I think it’s healing.” 

“Good. I think we need to start walking in the morning...try and find civilization.” 

“Will they know that the plane went down?” 

“Happy would have gotten a message when our plane didn’t land.” Feeling more awake than she had in a while, Penny turned to look at him a little more closely. 

“Are you okay?” He shifted a little to turn to her. 

“Yeah, kiddo. I’m fine. I’m going to get us out of this, okay?” 

“I know you will.” She told him, and his eyes turned soft, his hand coming up to ruffle her hair. 

“Alright, let's get some sleep.”

“Any chance you found any food in that emergency kit?”

“Nope...sorry kid.” Stomach clenching from hunger, she just nodded, laying her head back against the tree and trying to sleep. She knew she was going to be in trouble if she didn’t eat soon, but there was nothing he could do about it. Not wanting to worry him anymore, and knowing that he knew how much she needed to eat as well as she did, she kept quiet, listening to the dying fire crackle and Mr. Stark’s breathing until she finally fell asleep. 

There were noises. She was used to nosies of course. New York City was loud, car horns and alarms going off, and people shouting. But these were different. Howling. Growling. Weird rustling and squeaking and birdcalls that she didn’t recognize. Blearily, she stared into the darkness, shuddering when the rustling got closer. Beside her, Mr. Stark lay on his back, both of them under blankets that he’d thankfully found, and in the dark, she huddled closer to him, knowing they’d protect each other if it came down to it. 

The next morning, Mr. Stark shook her awake, and they shared the last bottle of water. If he was nervous about that, he didn’t say anything, just held out a hand and pulled her to her feet, getting an arm around her and not commenting when she cried out, leg throbbing in pain. It felt hot and tight, but she didn’t say anything...didn’t want to risk slowing them down. It was bad enough that she’d gotten hurt...she was a superhero. She needed to keep up. 

“Are you sure you can walk?” He asked. 

“Yeah...it doesn’t hurt so much anymore.” She assured him, lying through her teeth as he dropped his arm and she forced her face to stay neutral. Grabbing the blankets, Mr. Stark tucked them under his arm, and together they began to walk, him keeping an eye on Penny and her hiding the limp as best as she could. If she didn’t put too much weight on it, it was bearable. 

“So...are you doing Academic Decathlon next year?” Mr. Stark asked after a few minutes, and she nodded, figuring talking would pass the time and maybe keep her from thinking about her leg.

“Yeah. MJ scheduled practice for us a week before school starts.” He’d come to her last meet of the year...surprised her. As they’d been handed their trophy, she’d looked out into the crowd and right beside May, there he’d been, on his feet and clapping, a baseball hat with the word ‘Stark’ pulled over his eyes. It wasn’t much in the way of disguises, but she hadn’t really been focused on that. 

“You know, if you wanted, we could see about getting you dual credit for your internship...you can leave school early and work with me a few days a week.” 

“Really?” She asked, voice squeaking from the surprise, and he nodded.

“Of course. I can always use the help in the lab.”

That wasn't true. Tony Stark didn’t need her help in his lab. But he liked having her around...wanted her with him. She’d known that, of course. They’d been spending a lot more time together lately, and that was before he’d invited her and May over to his beach house in California for a week on her summer break. 

He asked more about school, about MJ and Ned, and about college, and she did her best to answer him. As they walked, they passed more trees than Penny had ever seen in her life, but finally, miraculously, they ran into a road. “All we have to do is wait for a car to pass.” He told her, and usually, she would have known that. But she was cold and exhausted and her leg hurt so badly...she just wanted to sit, but she knew they needed to keep moving, this time walking around the side of the road. 

“If you were stranded on a deserted island, what three things would you bring with you?” He laughed out loud at that, not noticing when her leg threatened to buckle, her catching herself on a tree. She needed to keep talking. Even in her tired, hungry, possibly fevered state, she knew that much. Muscles were aching as her healing slowed down...she hadn’t eaten in too long. 

“A boat, a jug of water, and a can of gas.” He told her, opening his mouth to say something else when she went down. “Penny!” 

She didn’t make a noise as she hit the ground, shivering as she collapsed onto the soft, damp grass. “Sorry...I’m sorry. I’ll get up.” She muttered, pressing her palms into the dirt, but he put a hand on her back.

“No, it’s okay. Take a second, kiddo.” One of the blankets wrapped around her and he rolled her over so that she wasn’t lying on the grass. “You’re okay...shit.” He pressed a palm to her forehead and grimaced. “I think it’s infected.” He pulled the rag away from the wound on her leg and she looked at it in the light for the first time. He’d ripped away a section of of her jeans, wrapping her leg in a rag and gauze, but underneath the makeshift bandage, her leg was red and swollen, yellow liquid coming from the center. “Shit…” 

She dropped her head back on the blanket. “Pen?”

“M’fine.” 

“I know you are. Stay awake, okay?”

“I’d bring you.” He paused at that, leaning into her line of sight as she closed her eyes. “Deserted island...I’d bring you.” And then she slept.

She vaguely remembered parts of their rescue. He’d carried her for a while...then they’d been in a stranger’s car...people yelling and needles and pain in her leg that had made her scream and sob and fight until Mr. Stark had grabbed her hand, and even in her desperate state she’d known that she couldn’t squeeze too hard and risk hurting him. When she finally opened her eyes, she found May asleep in a chair beside her, and Mr. Stark sitting up on her other side. “Hey...you got us out.” She murmured, and he brushed her hair back, nodding.

“Yeah. Told you I would.”

She shrugged. “I knew you would.” He chuckled, eyes sad and fond as he took her hand. “Next time, can we just drive to California?”

Mr. Stark snorted. “Next time, we’ll just fly in my armor.”

“Sounds good.”


	3. Bruises

**Bruises**

It had been Pepper's idea. Tony hadn't wanted interns…didn't ever want interns. Interns meant ridiculous high schoolers running around with their hormones and their selfies making Tony feel old and usually just exasperated. Not that he didn't like teenagers…there some smart ones. He didn't mind going to high schools and colleges and even middle and elementary schools, giving talks about science and technology and they sort of already had an internship program…kind of. They hired college students sometimes. Just…not high schoolers in his tower? Working? High schoolers were always fighting with each other and Snapchatting and well…other stuff. He didn't spend tons of time around them. Still, the point was, it hadn't been his idea.

After things had gone…badly with the Avengers, Pepper had suggested starting an internship program to boost their image. Sure, Captain America was a criminal and everything, but there was still a pretty sizable portion of the population that was on his side, so Stark Industries didn't have the best public image at the moment. Plus, she'd argued, he loved teaching kids about science. This was a great opportunity for public school kids who may not be able to afford these opportunities and all that. She'd worn him down and, since she was CEO, he had agreed.

They'd chosen the best scoring science students from four local high schools. There were six of them, four from Midtown School of Science and Technology, and two from two other local schools. Four of them were seniors, one was a junior, and one, who'd been a surprising addition to the pile on his desk, was a sophomore named Penny Parker. As unsure as he'd been about having interns, even if he didn't interact with them all that much, he had been even less sure about having a fourteen-year-old girl working one of his labs. Still, she'd had the highest scores of her whole class and was on her Academic Decathlon team, along with her robotics club and chess club. So he'd sent out letters to their schools and had arranged for them to come to the Tower from 5-7 every Thursday and Friday and work in one of the labs under a couple of employees that he trusted.

It had been pretty successful for the first month and a half. He had their supervisor send him progress reports every week that he skimmed to make sure none of them got hurt and to see what they were working on. Honestly, he didn't have a ton to do with them other than introducing himself the first day and giving a speech about opportunity and science and all that. They'd all been so…young. Three young men and three young women who stared up at him in awe from their folding chairs in a meeting room, trusting that he had all the answer to every problem in the world.

Then, one day about a month and a half into the internship program, he'd been avoiding a meeting, strolling around the lower levels and finally catching a glimpse of the interns at work. Most of them had been huddled around one work table, and he knew that they were looking at the newest StarkPhone prototype. They worked with Research and Development sometimes, looking at new prototypes and seeing how they worked. They also cleaned beakers, did some filing, assisted in other labs, and did any other duties Pepper assigned them. He didn't have their schedule memorized.

One girl was by herself, though, standing over by a work table on the far side of the room. Their supervisor was scrolling through something on her phone, then glanced up when one of them asked a question, moving to join the five teenagers at the table. The girl on the other side of the room was staring at a beaker, then lifted a vial of something, pouring it in and watching the mixture bubble before stirring it quickly with a glass stick. She glanced back at her supervisor, smiled a bit, then carried the mixture over to the sink, apparently pouring it out. Then she washed the empty beakers, heading back over to the work table where she'd been sitting alone, scribbling something in her notebook.

One of the other interns came over then, an older boy who peered over her shoulder, saying something that caused her to turn around and take a half step back, glancing around like she was uncomfortable. Tony crossed his arms, frowning as he boy towered over her, reaching for her notebook that she pulled out of his reach. Finally, the guy rolled his eyes, stalking off toward the work table where the others worked and the girl stared at the floor for a minute, took a deep breath, wiped a hand over her face, then headed over to a table where prototype StarkPhones sat. She picked one up, carrying it over to her work table, and, grabbing a tiny toolkit, she sat down and began to deconstruct it.

Tony didn't like this. Didn't like that one of his interns, a very young looking girl at that, was apparently being harassed by another intern. Didn't like that their supervisor didn't even seem to notice. And he really didn't like the way she sat away from everyone, hunched over the phone while the others sat together, laughing and working together and why the hell did this teenage girl remind him of himself when he was in school?

Sighing, he opened the door to the lab, stepping inside and nodding to the supervisor whose jaw dropped. Glancing at her name tag, he gave her a winning smile. "Good evening Ms. Richardson. Interns." He nodded to them too, and every kid at the worktable turned at once, jaws dropping in unison.

"Mr…Mr. Stark. I'm so sorry…I didn't know you were coming to observe."

He waved her off. "I just happened to come by. What are we working on?" He asked, glancing over at the girl by herself. Turning back to the group, he waited for an answer, but it took a moment for one girl to speak up.

"Um…we were looking at the newest StarkPhone prototype so we can try to build our own." He nodded. Pretty ambitious for high schoolers.

"Sounds good." He left them all staring, heading over to where the girl sat by herself, leaning on the table across from her. "What about you?"

"Oh…um…the same thing, sir." She stammered.

"Yeah? What do you think? How does it hold up?"

"Um…" She swallowed. "The interface is definitely better than the previous version, and the camera was improved, but I think…um…" She hesitated while he waited. "I think the design could be improved….I mean…not that it's not great. I just…the new Androids are tending toward a slimmer design and the processor in the newest Android is actually faster…um…I mean, the camera isn't as good but…" She trailed off and he nodded, taking notes mentally. Not about the phone…this was a prototype for a reason and he was sure that the R&D team would fix any problems before it went out to the public. This girl was smart. And unafraid to show it.

"I saw you mixing some chemicals…" He tapped a finger on her notebook that was shut now. "What were you working on?"

"Oh…just…" She was going to try and lie. He wondered why. It wasn't like she'd broken anything or blown anything up. He gave her a look, arms crossed, and she sighed. "Um…just…Chemistry." He snorted.

"Yeah. I got that much." He gestured for the notebook. "May I?" She hesitated, and he knew she wouldn't say no to him. It was kind of a dirty move, but he doubted it was anything too bad. Maybe just experimenting with stuff her teachers wouldn't let her play with.

"Um…okay." She pushed it over and he flipped it open.

He didn't know what he'd been expecting. Maybe some chemical equations, some homework…not this. These were…plans for a computer. A full computer…one that would be better than anything on the market except for some of his own stuff. Hell, this rivaled some of his early work. On another page were sketches of his armor…detailed sketches with ideas for improvements. Maybe one was feasible, but still…these were good. On another page were sketches of his arc reactor, where she'd obviously been trying to understand how it worked. Then pages of physics equations…stuff about velocity and gravity and something about jumping from buildings…and finally, on the last page, lines of advanced formulas for some kind of…fluid? Sticky fluid? He'd have to look at it more closely to be sure, but it would be strong.

The girl was staring at the work table, cheeks flushed, and he placed the notebook back on the table feeling like kind of a jerk. "What's your name?"

"Penny, sir Penny Parker." He nodded. The sophomore girl.

""Nice to meet you, Miss Parker." He pulled out his phone, typing a note to himself. "You're coming back tomorrow, right?"

"Yes, sir."

"Good. Report to floor 89. FRIDAY will give you access. Stop at the front desk to get your new badge." She finally looked up at him then, brown eyes wide. "See you tomorrow."

"Oh…um…yes sir." He nodded, glancing down as she reached out to grab her notebook, then felt his heart sink when he saw her wrist, the sleeve of her lab coat pulling up and exposing dark blue and purple bruises. He looked away quickly, hoping she hadn't noticed. Apparently, she hadn't.

The next day at 4:59, the elevator to his private lab opened and Penny Parker stepped off. He looked up from his screen, walking over and smiling. "Miss Parker."

"Hi, Mr. Stark." She smiled shyly and he gestured for her to come in, pointing to a desk in the corner.

"You can leave your backpack over there." She did as he asked, then joined him by the worktable where he had his computer screens set up. "FRIDAY, have you met Penny?"

"Yes, boss. Hello, Penny."

"Um…hi." She didn't seem to know where to look and was glancing up at the ceiling. He smirked.

"She's in the whole building. You get lost, have any questions, etc, you can ask her. Now, take a look at this." He gestured toward the computer and she followed, looking at the formula, her eyes widening as she turned to stare at him. "I knew the chemicals would be some kind of sticky fluid but I wanted to play around with it, figure out what exactly it was good for. Now, it turns out, this is a recipe for a fluid that could be used to make…wait for it…webs." He turned back to her, arms crossed. "You know who uses webs?" She didn't answer, staring down at the ground, face pale, and he realized that this wasn't one of his friends…this was a fourteen-year-old girl that looked up to him that he'd ordered to report alone to his lab. "Why are you making web fluid?" He asked, his voice gentler.

"I just…I wanted to know if I could." She told him, crossing her arms over her chest. Once more, he realized she was wearing long sleeves. Of course, it was kind of cold outside…but it was warm in the building, and she was wearing a sweater over a regular shirt.

"Okay…why?"

"I…I met her." She told him, her voice soft. Gesturing toward one of the stools, he took a seat as well, waiting for her to climb onto the stool and sit before answering.

"You met Spidergirl?" Of course, he'd heard of the small time vigilante…a sweatsuit-clad woman that protected the streets of Queens. He'd even thought about recruiting her…seeing what she could do. But at the last minute, he'd decided against it. He wondered if the fight would have gone differently had he tried to look into her more and see if she'd be willing to help.

"Yeah…I mean…she was wearing her costume and everything but…she…she saved me. And I saw her webs up close and I was wondering if they were organic or if something she'd created in a lab." He nodded, leaning on the workstation and dismissing the screens. "I was walking home from school…I had Decathlon practice, and then I'd gone to a friend's house…it was getting dark out. Some guy grabbed me and pulled me into an ally." She hesitated, not meeting his eyes, and he got an idea.

"When was this?" If it were within the last week or two, it could explain the bruises.

"A few months ago." Well, there went that idea. "Spidergirl swung down and saved me…webbed the guy up and walked me home. She was really nice…" She trailed off and he nodded, softening.

"Were you okay?"

"Yeah. She got there in time."

"Do you walk home in the dark alone often?" He asked, trying to lighten the mood, and she smiled a little.

"No, sir."

"Drop the sir, kid. I'm not that old." He tapped a finger on the worktable where the fluid sat in beakers. "This stuff is pretty impressive. I don't know if I would have been able to come up with it."

"Oh, sir, I'm sure you could have…" He waved her off, chuckling.

"Trust me, kid, I know my limitations. I couldn't have figured it out in high school, anyway. Not in just a few months." She gave him a smirk.

"Didn't you skip high school and go straight to college?"

"Not the point. My point is, you're smart. Too smart to be playing with cell phone prototypes and messing with chemicals by yourself in the lab with some asshole bothering you. What's that guy's name, anyway?"

"What? Oh…the intern…"

"The one that was bugging you while you were trying to work. Tall. Red hair. Douchey looking."

"Oh…Sean."

"Sounds right. He bother you a lot?"

"Oh…no, sir…I mean…Mr. Stark, he just…I…" She faltered at his look and he waved it off, deciding to have a chat with him at some point.

"Alright. Let's get to work. I want to introduce you to Dum-E and Butterfingers, then we'll see what you can do."

"What I can do?"

"Ever built a robot?"

"Yeah, I mean…little ones…at school."

"What could they do?"

"Oh…they were remote controlled and…"

"Okay, we'll start with that. Follow me."

For the next three weeks, they worked, him setting aside a couple of hours two times a week to work with her, look over her robot, offer suggestions, and provide her with feedback. He hadn't been too sure about his choice at first…he was a busy man, and Friday nights especially were full of events and all that crap. But over time, he realized that he was starting to look forward to having her.

He looked up her file, discovering that she lived in Queens with her aunt. Both parents died when she was seven, uncle deceased….six months before she started the internship program. She never said anything about it, but he looked up the police report. She'd been with him…she'd held him while he died. Benjamin Parker had been shot, and his fourteen-year-old niece had been with him. He never asked, but he found out through some light stalking that she walked home every night, taking the subway to Queens, then walking several blocks to the tower. And he didn't worry…Tony Stark didn't worry about high school kids…except he did. He worried. He'd even thought about offering to drive her home or having Happy do it.

Lab work with Penny was fun. Easy. She was a smart girl who obviously looked up to him and loved working with him, and the longer they spent together, the less formal she was. She still called him Mr. Stark, of course, but she also joked around more, not quite teasing him, but laughing and smiling and answering his questions when he asked about school. But he worried, and not just because she walked home at night. She seemed to always be injured. Sometimes it was her wrists, other times she would walk stiffly, or limp, and once he'd seen a shadow on her cheek that he realized was makeup covering a bruise. The only time he'd asked about it was when she'd showed up with a black eye that she hadn't been able to hide with makeup and he couldn't stop himself.

It had been six weeks into her private internship with him, and he'd asked without thinking when he'd seen her swollen eye. "Woah…what happened, kid?" He'd asked, putting his screwdriver down and moving to stand beside her, a hand dropping onto her shoulder. She hadn't flinched away or anything just dropped her eyes. "Who did that?"

"No one…I fell down the stairs at my apartment yesterday…his my face on the rail." He'd given her a long look, obviously not believing her, but she had stuck to her story, and he hadn't known how to push it, so he'd let it go. Still, he'd dug some more into her life. May Parker was her guardian. The woman was a nurse and worked at a local hospital. She worked long hours and had picked up more shifts after her husband had died. Penny went to Midtown on scholarship and there had never been any reports of any kind of suspected abuse, although there were a couple of notes in her file about a bully named Eugene. He made a mental note to pay more attention to that later.

Thanks to Penny's interest in Spidergirl, Tony was paying more attention to the vigilante. The young woman had saved his favorite intern, and she seemed to be doing some good work. He wasn't sure how he felt about a young vigilante stopping criminals in New York…he'd watched a lot of their videos on Youtube and was trying to figure out who exactly this woman was. She could do some amazing things…stop cars with her bare hands and go hand to hand with armed robbers. A few times, watching this woman get stabbed and beat up and jump off of impossibly high buildings, he'd even been worried. So he'd started working on a suit. Something lightweight, easy for her to move in, but he'd like to take a look at her hands…figure out how it was she could stick to walls. She was obviously enhanced somehow, but why had she just appeared less than a year ago.

It was January when the snow came, blanketing the city. Tony was kind of surprised when Penny still showed up that Thursday despite the fact that school had been canceled. "Hey, Pen." He greeted when she stepped out of the elevator, covered in snow and soaking wet. "What are you doing here?"

"It's…Thursday, Mr. Stark."

"Yeah, and there's going to be an ice storm. It's been snowing for 8 hours straight…how did you even get here? Don't you watch the weather?" She shivered a little, and he realized she was probably freezing. "Come in, hurry. FRIDAY, turn up the heat."

"I just figured the internship was still on since you didn't call or anything…I can take the subway home."

"No way, kid. I'll have my driver take you home. Now come on. I'll find you some dry clothes."

"Oh, you don't have to…"

"Penny, you're not getting hypothermia while working at Stark Industries." He told her dryly, looking up at the ceiling. "FRIDAY, where would I find clothes for Penny?"

"There is a supply of spare clothes in various sizes in the supply closet."

"Perfect." He led her over, pulling out a box and finding mostly men's clothes, but he did find a stark industries t-shirt and a pair of sweatpants that would probably fit if she tied them up. He tossed them to her. "You can change in the bathroom. There's a dryer in there too, and you can throw your clothes in there." She hesitated, and he clapped his hands. "Chop, chop Pen. We've got science to do."

Finally, she did as he asked, taking a long time to emerge from the bathroom in the t-shirt and bathroom, arms crossed tightly across her chest…long enough that he had started to worry. He was very aware that he was a grown man and she was a teenage girl…always. He made sure that FRIDAY recorded everything and that Penny was never uncomfortable. He would never hurt her, but he didn't want any allegations to come up. She hadn't wanted to change clothes…maybe he shouldn't have made her. But she'd been soaked! She would have gotten sick.

Immediately he could see why she'd hesitated to take the clothes. Her arms were black and blue, as was her neck. He dropped his arms, leaving them hanging at his sides as he looked at her. She didn't speak, just staring down at the floor and looking smaller than she ever had. She was a short girl, fairly thin and small, and it looked like someone had beat the shit out of her. She stood stiffly, head down as if waiting for judgment. "Penny." He murmured, moving over to her side and reaching out, a hand landing on her shoulder. "Look at me, kiddo." She refused until he tilted her chin up. Even then her eyes were downcast. "Pen?"

Finally, she looked up at him, eyes…scared. Scared of him? He'd never given her any reason to fear him, right? He was always careful not to be to snarky…to never take bad moods or frustration out on her. "I fell down the stairs at school…"

"Kid." He shook his head.

"Can we just…work on the science? Please? I'm fine. It's nothing."

"This isn't nothing, Penny. Look, if someone hurt you, I can help."

"You can't." She told him simply, voice firm. "I'm fine. I just fell."

He didn't want to let this go. He wanted to know what was happening. He wanted to know who was hurting her. Because he felt responsible for her. She was his intern and they had spent time together every week and she was so smart and sweet and she was building a really cool robot. She could talk science and she would tell him about her day at school when he asked and she didn't deserve this. Of course, no one deserved this, but especially this girl he was starting to care about.

Instead of pushing, though, he did as she asked, nodding and squeezing her shoulder, and then the two worked on her robot which was coming along nicely. She had sketches in that notebook of hers, models for the exterior and ideas for the programming. He wanted to get her started on something like Dum-E who could sort of think for himself and who had a personality, but he'd decided to wait until they finished building the thing to work on the finer points of programming.

Pepper came down at 6:30, looking worried, and Tony checked his watch to make sure they weren't running late. "Hi, Penny." She greeted the girl, leaning against their workstation. If she noticed the bruises, which of course she must have, she didn't mention it, only glanced at Tony. "Have you guys looked outside?"

"Is it bad?" Tony asked as Penny pulled out her phone.

"They've shut down the subways for the night. The roads are a mess…they didn't salt enough, and the ice is coming down hard."

"I can go now…if I hurry…"

"Penny, we can't let you walk home in this." Pepper cut her off. "You'll have to stay here…"

"No…I mean…that's okay. I'll be fine…"

"We've got plenty of guest rooms, Pen," Tony assured her. "It's not a problem at all…it would be dangerous for you to try and get home now." She hesitated, obviously seeing that she had no choice.

"Why don't you call your aunt, then you two can come upstairs for some dinner. I'm making lasagna." With that, Pepper was gone, leaving a worried looking Penny.

"It's really no big deal, Penny. We have plenty of room. I can talk to your aunt if you want."

The girl hesitated, lips pressed together in a tight line until she finally shook her head. "No…that's okay. I'd better call her…"

"Alright. You do that, and I'll get this cleaned up.

Penny was on the phone for a few minutes, speaking softly but urgently, and then she was texting someone. She finally finished though, helping him clean and letting him know that her aunt was fine with it. Still, the girl looked worried, and Tony couldn't figure out why.

They all ate dinner together, her quiet and withdrawn but perfectly polite, even offering to do the dishes. When he waved her off, Pepper went to get her something to sleep in and whatever toiletries she needed, and then they all watched TV until about 10 when Pepper showed her to her room.

FRIDAY woke him at 3:05 am. "Boss?" She asked, using the speaker closest to his side of the bed so she wouldn't wake Pepper.

"Hm?"

"Penny is in distress. She woke up a few minutes ago and is outside on the balcony."

"What?" He asked, remembering at the last second that Pepper was still asleep ad lowering his voice. Climbing out of bed and grabbing a sweatshirt that he threw over his head, he hurried out to the balcony off his living room, freezing when he caught sight of her.

She was wearing a T-shirt and pajama pants, kneeling on the snowy balcony, hands fisted in her hair as she sobbed. "Damn it…". He muttered, and she stiffened. How the hell had she heard that? "Penny?" He asked, speaking a little louder. The snow lay on the balcony nearly up to his knees, so he waded over. "Hey, kiddo." Tony put a hand on her back, seeing for the first time in the light from the window the bruise on the back of her neck. "Pen?"

"I'm sorry. I didn't mean to…"

"Didn't mean to what, kid? Scare me to death?"

"I'm sorry…I'm sorry…"

"Okay. It's okay. Why don't we go inside?" She was shivering and he rubbed her back. "Can you stand up?"

"I killed him." Tony froze at that, blood turning to ice just like his fingers.

"What?"

"Uncle Ben! I killed him…I'm sorry…"

"Hey, hey…you didn't kill anyone, Penny." He assured her, crouching beside her and resigning himself to the cold.

"I didn't save him…I let him go!"

"Kid, I read the police report. Your uncle was shot." He reminded her, keeping his voice gentle and wondering if she'd welcome a hug…not that he was a hugger. Still…she seemed to need one. He thought he could be a hugger for this kid. "You were mugged and…"

"No! I was mad at him!" She pulled away, turning to face him with tortured eyes, sobbing as she explained. "We were fighting! I said he wasn't my dad! And I saw the man robbing the store…I didn't stop him! My uncle…he was coming after me! He was in the robber's way and he…"

Tony closed his eyes, feeling her anguish in his chest. "Kiddo, you couldn't have stopped a man with a gun from robbing a store. He would have shot you too." She shook her head. "Yes, he would have. Then you'd both be dead."

"No, I'd be dead and he'd be alive!"

Just that thought made his heart clench. "I didn't know your uncle, but I'd bet anything that he'd rather be dead than to let anything happen to you." She was sobbing again, face dropping into her hands, and he put a cold hand on her cold shoulder. "Let's go inside, okay?"

She shook her head again, still shaking with sobs, and it took him a few seconds to understand her words. "I don't deserve this."

"Don't deserve what, Pen?"

"The internship. You and Miss Potts…none of it."

"Oh, kiddo…why would you think that? You earned your place here."

"I lied to you." He felt his head stutter a little, mouth tightening as his mind flashed to Steve. Of course, it couldn't be anything like that, and he knew if he overreacted then he'd lose her. He really didn't want to lose this girl.

"Okay. Can you tell me about what?"

"I didn't fall down the stairs."

"Well, yeah. I hate to tell you, but I already guess that much, Pen." She was silent. "Can you tell me what happened?"

She looked up at him then, lips almost blue she was so cold, and he knew she wasn't really thinking. She was distraught and freezing and if the way she held herself was any indication, in pain. Whatever she saw in his eyes, she seemed to accept, because she spoke then, her voice a whisper across the snowy silence. "Please don't tell. Please."

"I won't tell anyone, kid, unless you're in danger." He promised.

She hesitated again and he had to fight for patience. In an even lower whisper, she spoke, the two of them leaning close together. "I'm Spidergirl."

He wanted to laugh…would have if she didn't look so terrified. It made no sense…but of course, it made perfect sense. The webs. The bruises. The fact that she thought she could have saved her uncle. It should have felt like some kind of betrayal…she'd lied to him. But all he could see was a terrified little girl who was so afraid that he'd out her secret and ruin her life.

"Okay. Does Spidergirl have the ability to withstand freezing temperatures without catching hypothermia?" She confused shake of her head. "No? Neither does Iron Man, so why don't we go inside and talk about this there, huh?"

It took her what felt like half an hour in that freezing cold, but she finally nodded, letting him pull her to her feet and leading her inside, throwing a blanket around her and pushing her toward the sofa where he sat beside her, wrapped in his own blanket. "So." He finally asked, making sure to keep his voice even. "Spidergirl…how did that happen?"

"I was on a field trip to Oscorp…I accidentally ran into a radioactive spider. I was sick for a day or two, and then…". She gestured at herself.

"So the sticking to walls…that's all you?" She nodded. "And the web fluid? Who came up with that?"

"I did." Tony nodded.

"That's pretty impressive. So that story you told me about getting mugged?"

"Happened to another girl. I saved her…walked her home." He hummed, wide awake now that his brain had a new fun toy to play with. She fought crime after school in a sweatsuit. Apparently, that explained the bruises.

"Who else knows?"

"Just my friend Ned…he caught me crawling on the ceiling." Tony snorted, a surprised chuckle escaping, and she smiled just a little.

"Yeah, that will do it." She smiled down at her lap, the expression falling when he asked his next question.

"Why were you out on the balcony."

"I had a nightmare." She murmured. "About my uncle."

"Yeah, you get those a lot?" She nodded, miserable. "Think you can go back to sleep?" She shook her head. "Alright. FRIDAY, play Legally Blonde." She gave him a funny look. "Hey, Reese Witherspoon is a national treasure." She laughed, the sound almost hysterical, covering her mouth with her hand. "We can talk about this tomorrow, okay? For now, we'll watch movies until you can fall asleep." For a moment, he thought she was going to argue. But then she just nodded, cheeks pink as she leaned against the back of the sofa.

At some point, she moved closer to him, shifting until she was leaning her head on his shoulder and his arm was around her. His eyes were heavy, but he was determined not to fall asleep until she did. They were nearly through the movie when she spoke. "Thank you, Mr. Stark." He knew they were going to have to talk about all this. And maybe he could make her a suit…keep a closer eye on her after-school activities. Maybe do some training together. She was a superhero…but at the moment, she was a teenage girl that missed her uncle, so he just squeezed her shoulders a little.

"Anytime, honey." And then she was asleep, him following soon after.


	4. Hypothermia

**Notes for the Chapter:**

> Whumptober Day 11. Am I doing another first meeting AU? Yes, yes I am. ***Warning for suicidal themes***

**Hypothermia**

It was the coldest December Penny could ever remember. Ice covered the streets, cars crashing into one another as they tried to slide to a stop. If the schools weren’t already out for winter break, they would have been canceled. Perched on a rooftop in Brooklyn, Spidergirl let her legs dangle from the ledge, kicking back against the bricks. She saw no reason to go home...no reason to try and fix things. May was furious...and she didn’t even know the full story. Penny had managed to hide Spidergirl from her aunt for six months, and it had all been ruined because she was too stupid to lock a door. She’d even hidden it from Ned! But one idiotic mistake and everything was ruined.

Tears felt like they were turning to ice on her cheeks as she stared out at the horizon, the sun long gone. She’d gotten home late. An hour past curfew. And she’d been sure that her aunt wouldn’t notice. Sure that she could sneak in the window, change, and tell her aunt that she’d been home the whole time. Why hadn’t she thought this through? Why had she stayed out so late? It wasn’t like she’d even been stopping a crime. She’d just been swinging around...playing. She’d been playing. And now her aunt knew her secret. And she’d been furious.

“Are you kidding me? This is what you’ve been doing? I thought you were on drugs, Penny! I thought...god, I thought you were...dating someone or getting into trouble or...you were risking your life? Playing at being a superhero? After everything we’ve been through, how could you do this? How could you be so fucking selfish!?” The words hurt...they hurt worse than anything she’d had to live through, including the time she’d gotten stabbed. Because May was right. She’d been stupid and selfish...and she’d gotten her uncle killed. So now she went out every day and tried to save people...played at being a superhero. She wasn’t making a difference, she knew that. 

May would be better off without her. If she’d never come to live with her aunt, Ben would still be alive. May wouldn’t be forced to take care of a kid that wasn’t even hers. And then they could be happy. Penny couldn’t be bothered to lift her hand up to wipe the tears from her face. Her ratty mask sat in the snow beside her, slowly being covered by the powdery white stuf. 

“Don’t you dare leave this room, do you hear me? Don’t you dare!” That scream had followed her out the window as she climbed out to the fire escape. “If you leave this house right now, don’t you dare come back!” Her aunt hadn’t meant it. She couldn’t have. She knew that May loved her and that she was just upset. Her aunt would never kick her out. But still, she’d run. She’d run away and she didn’t know when she could go home...when her aunt would get over her fury and go back to being the closest thing Penny had to a mom. 

Her hands were shaking. Ever since she’d been bitten by the spider, she’d been colder than usual. She was almost always cold now. It was worse now that it was winter, but even in the summer there had been days when she’d been a bit chilly. Now, with snow surrounding her, the cold seemed to seep into her bones. Clasping her hands in her lap, she searched the skyline for Stark Tower. Avengers Tower. Whatever. When she had been little, she’d stared at that tower, watching lights and, occasionally, seeing the jet land on the landing pad. Even more rarely, she’d seen Iron Man himself land. Tony Stark. Her hero. When she’d gotten powers, she’d allowed herself to think, just for a moment, that she might get to meet him. But May’s words rang in her head. She wasn’t a superhero. She was a child pretending to save people. What good had she really done? Maybe stopped one person from getting mugged. Stopped one guy from stealing a bicycle? Given an old lady directions? So what? That’s what the police were for.

She stood, yanking her mask on and aiming her webshooter at a close by building, then leaping, webbing across the city until she reached the Brooklyn bridge, climbing to the very highest point she could reach and staring down at the water. New York didn’t need her. Aunt May would be better off without her. What was she supposed to do? Her mind flashed to Ned but she pushed that thought away. Ned would get over it. She’d never be a superhero. She’d never make a real difference. She scanned the sky, feeling the tears drip down her cheeks. So cold. She was just so cold. And tired. May loved her...but she’d gotten her uncle killed. When May found that out, she would hate her. Of course she would hate her. She wasn’t even related to Penny...probably hadn’t wanted her. Of course this had been the final straw.

“How could you be so fucking selfish?” 

She was selfish. Taking a step forward, she watched the river crash against the bridge. Leaning forward, she gripped the rail with one hand. She was done being selfish. Everyone would be better without her. Bending her knees, she pushed off from the railing and jumped, letting gravity pull her down, down, down, until she crashed into the water. The cold was a shock, but she didn’t fight, letting it pull her down, her body so cold that she was almost numb. Opening her mouth, she let the too-cold water fill her mouth, and she started to choke on it. And then it hit her. Horror. Terror. She didn’t want to die. Not like this...not in a river by herself, far from home. 

Kicking and jerking her arms, she swam toward the surface, but her body was practically numb and useless, arms and legs too heavy. She opened her eyes, staring up at the surface, doing her best to wriggle her body upward, but the currents pushed and pulled her, keeping her from the surface. She was so sleepy...so weak. She hadn’t been weak in so long but now...she couldn’t get to the surface. And she cared less and less. Closing her eyes again, she felt her body give in, right before a hand grabbed hers.

Suddenly she was being held above water against a broad chest, choking and gasping for air, water pouring from her mouth and spilling through her mask. “It’s okay, I’ve got you. Hang on.” Someone told her, dragging her toward the shore. The icy air was almost worse than the water, and she cried out when the person dragged her up onto the snowy bank. Whimpering and curling up in a ball, she sobbed. “It’s alright, kid. We’re going to get you some help. Tony!” 

“Yeah.” Someone else bit out. “I got it. I’m going to fly her back...this is the spider...ling? Crime fighting spider...or something. She’s enhanced...has to be. We can’t take her to a hospital.” A cold hand encircled her wrist and she realized that someone was trying to pick her up...if they took her mask, they could find out who she was. They’d find out her secret identity. She’d already caused her aunt so much trouble...she couldn’t put her in danger now! 

Using every ounce of strength she had, she shoved the hand away, leaping to her feet and shooting a web at the nearest tree, yanking herself up and away, clumsily landing in the tree before shooting another web, this time at a building. “What the hell?” The second guy called.

“Hey!” The first one, the one who’d pulled her out of the water, shouted, but she couldn’t let them catch her. She shot another web, then another, weaving clumsily through the unfamiliar buildings, adrenaline pushing her through as she launched herself from wall to wall, desperate to escape. She could hear them following her, but she couldn’t focus on that...she had to get away and her brain wouldn’t focus on two things at once, so she just tried to get away. She had to get away. Shooting web after web, she finally launched herself onto a roof. 

Too cold to keep running, Penny closed her eyes, curling up on the corner of the roof and praying she’d lost them. She was so cold…so tired. If she could just close her eyes for a minute, just rest, she would have the strength to keep running...to find somewhere safe to wait out her aunt’s anger. 

Her heart was racing, and her suit was painful...the icy material clinging to her along with the snow and she couldn’t stop shivering. So cold. Coughing, she expelled more water, hoping she didn’t get pneumonia. Her healing would probably take care of that, she told herself, tucking her hands under her armpits. Shivering and curling up as tightly as she could, she wished she had her backpack with a change of clothes. Maybe she could swing back to her apartment, grab some warmer clothes, and then find a place to sleep.

Ned’s was out of the question. His parents would ask questions. Maybe MJ’s house? Her stepdad didn’t care what she did. She just needed to get up. Even with her advanced healing, she knew she was in trouble. So she pushed herself upright, then froze when something shot overhead, turned around, then lowered itself upright to stand on the roof with her.

Before she could get up, the mask pulled back, revealing Tony Stark’s rather famous face. He had his hands up, repulsors on her, and her heart clenched. Was he going to attack her? Why? What had she done? “Okay, let’s try this again, huh?” He asked, and she shrank back. “Spidergirl, right?” She gave a hesitant nod. “I’m Tony. I’m not going to hurt you. You’re okay.”

Tony. Tony Stark. Introducing himself to her like a new classmate or like a taxi driver whose cab she’d just hopped in. Tony. Iron Man. Iron Man was on a roof in the middle of New York talking to her and she couldn't for the life of her figure out why. 

She gripped the ledge of the roof, starting to stand, then froze when he took a step forward. Everything hurt. She was so unbearably cold, but she couldn’t bring herself to try and run. “We saw you fall into the river...you’re going to catch pneumonia out here. We were just going to take you back to the tower…my tower. Get you warmed up...make sure you were okay.”

Why was Iron Man even here? And who was ‘we?’ Who else was with him? She scanned the roof but didn’t see anyone. He took another step and she shrank back. “Not gonna hurt you. Same side, okay?”

“Get away!” She snapped, sounding desperate and terrified, and he paused, blood draining from his face. Dropping his hands, he crouched a few feet away. 

“How old are you?” He asked. She refused to answer, listening to her heart race and the blood rush through her veins. She just wanted to sleep. She’d be warm if she slept. “Okay...why don’t you come with me? I’m not going to tell anyone who you are. Promise.” He held up a hand again. She didn’t care so much about that anymore…she was too sleepy. “Just Captain America. We’ll get you back to the tower and warm you up...then you can go on your way.”

He was reaching for her again, straightening and then leaning over her, one hand around her shoulders. She didn’t fight him...didn’t even know if she could. “FRIDAY, give me everything you have on her.” He murmured as he straightened, lifting her easily. She let her head flop forward, eyes closing, but she could still hear him. 

The cold wind bit into her skin, but she wasn’t shivering anymore...she didn’t think. A metallic voice spoke somewhere...she didn’t know that voice, but she thought it might be talking about her. “Female, probably between 13 and 15 years old. Body temperature 89 degrees and dropping. Pulse is weak and rapid but will begin dropping soon. Moderate hypothermia and increased risk of pneumonia due to inhaled water and fluid in the lungs.”

“Okay….alright, kid. We’re going to get you warmed up, okay? Then we can talk. Cap, do you copy?” And then they were flying and it was excruciating. Biting back a sob, she tried to hide her face in his shoulder, the cold wind setting her skin on fire. 

“Yeah, Tony.”

“I found her. She’s not doing too good...meet me back at the tower.”

“You got it.”

“Kid, you with me?” He asked, apparently addressing her again. 

“It’s...so cold.” She whimpered, gripping his arms and then letting go when she started to accidentally crush the metal.

“Oh...okay, wow. Super strength, huh? We’ll talk about that later.” She’d never suspected that Tony Stark could sound so...nice. Almost gentle. That was how her uncle had spoken to her when she’d been sick. “We’re almost to the tower and I’ve got a medical staff standing by. Stay awake.” She hummed in agreement but had no plans to comply. “Hey, wake up.” She thought she’d just shut her eyes for a few seconds, but suddenly he was landing and shaking her a little. “Hey? Spidergirl?”

“Huh?”

“Wake up!” He ordered, more serious now. 

“Cold.” She could barely get the word out, teeth chattering. Then she was laying down on a bed and someone was undressing her. She tried to shove them away, but then an iron hand was holding her wrist. 

“Hey, hey. Easy, kid. This is my med team.” She opened her eyes and found herself staring into the eyes of Tony Stark once more. “Look, they’ve got to get you out of these wet clothes. We have to get your temperature up.” She didn’t know how to say out loud that she was afraid...that she didn’t want a bunch of strangers undressing her, but she didn’t seem to need to. “Hey...I’ll sit here, okay?” He grabbed a chair, turning it toward her face and sat down. “I’m not looking. It’s all female nurses. I’m going to sit here with you. You don’t have to be afraid.” She swallowed hard. “No one is going to hurt you. They’re getting you warmed up.” 

Warmed up...she was so cold. She wanted to get warmed up. Nodding, she let her arms drop back to the bed, and then nurses were cutting her suit off of her. “Hey, can you tell me your name?” He asked, leaning a little closer. She was crying again...she’d jumped off a bridge and May hated her and she wasn’t a real superhero and now she’d made an idiot of herself in front of Tony Stark but she was too cold to care. 

“Penny.” She muttered, not wanting to give her last name. She was so tired...closing her eyes, she dropped her head into the pillow, and he reached out, fingers slipping under her mask. 

“Okay, Penny. I’m going to take your mask off. Alright? Is that okay?” She hummed, not caring, not anymore. He swore under his breath, then slipped the mask off. She opened her eyes, meeting his eyes without her mask for the first time. He was pale...lips pressed together, eyes sad and tired. Someone was draping a warm blanket over her, and something poked her in the arm, warm fluid filling her veins. “FRIDAY, figure out who she is.” He ordered. She let her eyes close, letting the warmth fill her. “Get me the contact for her guardian.” That woke her up and she reached out, catching his sleeve before he could turn away.

“Wait...please don’t.” She begged. “Please, Mr. Stark. Please don’t call her.”

“Don’t call who?” He asked, letting her pull him back. 

“My aunt. She’s mad...she doesn’t want me to come back.” He got a strange look on his face...she couldn’t decipher it at the moment. She just wanted to sleep. Someone slipped something over her face, and warm oxygen pumped against her face. She took deep breaths, shivering. It felt so nice. “Please.” She muttered.

“Alright ,honey...look, I have to call your guardian. You’re a minor. But I’ll tell her you’re safe and that you’ll call her.” She wanted to argue, but she couldn’t keep her eyes open anymore. “We’ll talk when you wake up. Get some rest, kid.” So she did.

When she woke up, she was in a bedroom, dressed in thick cotton pajamas with a quilt pulled up to her neck. The needle was gone from her arm, as was the oxygen mask, and, looking around, she realized she was in what looked like a guest room. Fancy generic art hung on the wall and an alarm clock sat on the nightstand. “Good morning, Miss Parker.” She jumped, looking around the room and finding no one.

“Um...hello?” She asked, heart in her throat. Where the hell was she? Mind going back over weak, half-formed memories, she tried to remember how she’d gotten here. She remembered a fight with May. May has screamed at her and she’d run. Then what?

“I am FRIDAY, Tony’s Starks Artificial Intelligence assistant. I have alerted him that you are awake.” 

What?

Tony Stark? As in the billionaire? Tony Stark, like...Iron Man? What the hell was she doing in Iron Man’s...house? Tower? She tried again to think about the last night she remembered. She’d been cold. She could see out the giant window that she had an excellent view of New York and it was covered in snow that still fell lazily from the sky. She was in his tower...why? Did he know who she was? 

She’d left the apartment as Spidergirl...how had she run into Tony Stark? 

“No…” She rubbed her eyes, sitting up against the quilted headboard and looked around the room, trying to find the speakers. No luck. Wherever he was hiding them, they were well camouflaged. 

She’d left her phone in her room when she’d run. Jumping out of bed, she swore when her legs gave and she stumbled, grabbing for the headboard to keep herself upright. She had to get out. He couldn’t know who she was. 

Three was a tap on her bedroom door and she glanced around, looking for an escape. Staring down at the concrete below her apparently unopenable floor to ceiling window, she remembered staring down at something...the water. She’d been on a bridge staring at the river and then...she had jumped. 

Suddenly Tony Stark was stepping into the room, dressed in a Metallica T-shirt and jeans, face carefully neutral. Before he could open his mouth she glanced again at the window. “Please let me go.” She blurted out, still grabbing the headboard for balance.

“You shouldn’t be out of bed.” He didn’t seem angry with her...if anything, he looked worried. “You were experiencing moderate hypothermia when we found you, and you developed pneumonia. If it weren’t for that healing factor of yours, you’d probably be dead.” She gripped the headboard even tighter, but her body wanted more rest. Sighing, he approached, pausing when she shrank back. “Jeez kid, I’m not going to hurt you. Sit down before you fall.” 

She debated with not listening but eventually sat on the bed, as far away from him as she could get. This was her hero...a man she’d looked up to since she was a child. But her heart was racing and she couldn’t remember anything and why was she here? 

Tony Stark sat down in a chair beside her bed, observing her in silence for a moment. “You’re probably hungry. FRIDAY have one of the nurses bring up a tray.” Then he turned back to her. “I’m going to guess that you don’t remember our meeting?” She shook her head. “Right. So Steve and I were out digging up some dirt on our friendly neighborhood nazis when Cap spots Spidergirl on top of the Brooklyn Bridge.” That she remembered. Being on the bridge, feeling so hopeless...and then the water.

“I jumped.” She told him, surprised at how lifeless she sounded.

“You did. Cap got you out of the water.” Cap. Captain America. Steve Rogers. Of course. “Then you took off. Took me almost an hour to find you half dead on some rooftop.” He’d found her half-dead on a rooftop. And then he’d brought her there? “Kid?”

“Why?”

He narrowed his eyes, leaning in like he’d missed something. “Why…?”

“Why did you come after me?” This man had never met her…he was Iron Man and she was pretty sure he was busy. 

Mr. Stark leaned back in his seat, crossing his arms. “I’ve been keeping tabs on you, you know?” She blinked at him, confused. “Ever since I heard there was a crime-fighting spiderling on the loose, I thought I’d take a look...see what all those Youtube videos were about. You’re pretty impressive. Managed to get away from me and Cap despite having hypothermia.” He was being nice. She’d woken up in his tower in different clothes and now Iron Man was being nice and...what about her aunt? “So when I saw you fall off the Brooklyn bridge, I’ll admit, I was confused. I thought you stuck so stuff.”

“I didn’t fall.” He cleared his throat, sniffing and wiping his mouth. 

“Right...you jumped.” Mr. Stark nodded. “When I found you, I carried you here.”

“You didn’t have to do that.”

“Kid, superheroes save people.” He reminded her, almost smiling, and she laughed softly, shaking her head, the sound more sad than amused. 

“I know.” 

“You should. You’re a superhero too.” She shook her head.

“I’m not a superhero, Mr. Stark.” He turned serious then, leaning in.

“How are you not a superhero, kid? You swing around the city saving people, remember? I’ve seen the videos.”

She knew that he was a stranger. She knew that he was Iron Man and she knew that he was a very busy man. But he was asking...he was sitting there, ready to listen, and she afraid. “My aunt found out.” She told her hands that sat in her lap, twisting and fidgeting. “She found out what I was doing and she said I was selfish and...and she doesn’t even know that it’s my fault my uncle died.” 

For a moment, she thought Mr. Stark wasn’t going to answer. Wiping impatiently at her eyes, she squeezed the quilt in her hands. “I called her.” Penny jerked her head up to face him. “You told me your first name...also you’re a fourteen-year-old girl...I couldn’t exactly keep you here without informing your guardian.” She guessed she could understand that. “He was a forty-something-year-old man...it might look bad. “She’s in another guest room getting some sleep...she’s been by your side for the last two days.”

“Two days?” He nodded.

“Yeah...that healing factor is impressive, but it still took a while to shake the pneumonia. I’ve had my team monitoring you 24/7 for the last two days...your aunt’s been here the whole time.” 

“Oh…”

“She’s not angry...she was terrified. Refused to believe I even had you here at the tower...thought I was a kidnapper or something. “ He sighed. “Okay, so, food it on its way, your aunt is waiting to see you, and when you’re back on your feet I have something I’d like to show you.” 

“Show me?”

“Yeah. I saw you running around in that onesie...”

“It’s not a onesie!” She cut in, but he just smiled, speaking over her.

“And I thought you could use a real suit. So talk to your aunt, eat something, and then, I’m going to show you a real superhero suit.” 

She watched the man stand, bewildered and confused, then called out just as he started to leave. “Wait...Mr. Stark!”

“Yeah?” He asked, turning, hands shoved down into his pockets.

“Thank you.” She didn’t just mean for saving her from the water...she had the strangest feeling that this person was going to be important to her, and she hadn’t even thanked him yet. “For saving me.” She hoped he knew that she meant in every way. For saving her from the water and from the cold and from her own desperate, stupid choice and from herself.

He smiled, not the one he was always giving the press. She’d seen him on TV enough times to recognize that one. Instead, he gave her a real smile, nodding. “Not a problem, kid.” And with that, he left her to wonder what he’d meant by ‘real superhero suit.’


	5. Electrocution

**Notes for the Chapter:**

> Thank you so much to everyone who has been reading and reviewing! I hope you like it! This one is a bit angsty, so...you know. It's whumptober. Day 12.

**Electrocution**

"Spidergirl, you have to calm down." Every single cell in her body wanted to tell Captain Steve Rogers to go fuck himself. How dare he tell her to calm down? How fucking dare him! As if it was just any person being held hostage by a maniac. As if it wasn't her father! Hands clenching and unclenching, she shook...literally shook. She'd never been so angry...never been so ready to kill. Captain America was giving her a look...one he'd given her once or twice from a TV screen when she'd gotten detention.

"They have Iron Man." She bit out, teeth clenched like she were an actual animal. "They captured Tony." She never called Mr. Stark by his first name, but her filter was shot, as were her nerves.

"And we're going to get him back." Captain America spoke quietly from the other side of the conference table, Natasha Romanoff and Thor on either side of him. In one corner of the room, Rhodey spoke on a cell phone, voice hushed, and she tried not to listen. Bucky Barnes and Sam Wilson were in another corner, apparently over whatever argument they'd been in before the battle. Clint and Bruce had been talking but they'd dropped whatever conversation they'd been having when Steve had spoken. "But you're no use to any of us if you can't calm down."

As if she were watching another person, Penny watched her hand slam onto the table, eyes blazing as she clenched her mask in her other hand. "Go fuck yourself!" She spat, the table giving under her fist, and then she was storming out, slamming the door so hard behind her that a window somewhere shattered.

It had been a routine mission. Find a Hydra cell. Take them out. It was the first real mission after Thanos that Mr. Stark had allowed her to join...for months after he'd brought her back, he'd been so careful. Both of them had been. She'd spent more and more time with him at the Tower, watching movies and working in the lab and steadfastly not talking about how afraid she'd been...how desperate he'd been. Until one night a week or two ago, he'd found her sobbing in the living room, curled up on the sofa, trembling like she was trembling now, and he'd sat down by her head, a hand landing on her back and rubbing gentle circles.

"I remember...I remember turning to dust...and then it was dark...I didn't know where I was. I was so alone...for so long…" She'd sobbed as if a dam had burst, unable to stop talking. "I wanted you to save me...I knew you'd save me. But I was so scared!"

"I know...oh, sweetheart...I know." He'd murmured, pulling a blanket off the back of the sofa and draping it off of her, shifting so that her head rested in his lap. "It's okay now." He'd sounded close to tears himself, but he hadn't cried. Not then. She knew he'd cried when she'd been gone...Pepper had told her.

So he'd let her go on a mission...and at first, everything had been fine. She'd been working well with the others who had only met her fairly recently but still seemed to respect her, and she'd had no problem webbing up some Nazis. Captain America was really nice and he'd obviously trusted her enough to utilize her. And then it had all gone to hell.

It had been a trap. They'd split up, her working with Natasha, and Mr. Stark going with Captain America and the Winter Soldier or the White Wolf or Bucky or whatever he wanted to be called. She hadn't really talked to him much yet. He was kind of scary looking. Still. They hadn't talked much and she'd been working with Natasha when their Captain had called for help and then Mr. Stark had been saying something about his suit going offline and then the building had been on fire and Thor had been dragging her out, kicking and screaming, fighting every step of the way.

"The building is coming down!" Thor had pleaded with her, Captain America trying to help and taking a slightly angrier approach.

"Spidergirl, stand down!"

"He's in there!"

"They separated us...captured him. We'll get him back but you have to calm down. You're not helping any of us by acting like a child!"

She knew that he'd been upset and frustrated with himself and worried, just like her, but that hadn't made her any less furious with him. "He's my father!" She'd screamed, feeling like she was losing control. Of course, he wasn't. Not by blood. But he was the closest thing she had and she'd already lost more than enough father figures in her short lifetime. Thor had stepped between them, gripping her shoulders and crouching to look her in the eye.

"I know." He'd spoken so softly, face close to hers so that he blocked everything else, including the team that was gathering around her. "We all know how important he is to you. And he's important to us as well. We will get him back. But first, we must regroup and make a plan. Do you understand?" She'd managed to nod, ripping off her mask and wiping her eyes, and the Asgardian had wrapped an arm around her shoulders, pulling her close for just a moment. "He will be alright, Penny." She'd taken a deep shuddering breath, and for a moment, she'd just stood there, and then they'd hurried back to the Tower to regroup. To plan. And, apparently, to piss her off.

She knew, in her logical brain, that Captain America wanted to save Tony as much as she did...that he cared about Mr. Stark and saw him as a friend and teammate and all that, but all she could think about were Mr. Stark's last words over the comms. "My suit's down...I'm gonna need a hand in here!" She'd gone to respond...started to run in...and...and Natasha had stopped her...because the explosion had happened and fire and then Thor had been dragging her out, probably because he and Captain America were the strongest, except for the Hulk who hadn't been there.

It had been a trap. A trap for Mr. Stark...for Iron Man. And they'd walked right into it.

What did they want? She didn't care. She thought back to Titan and seeing Thanos stab Mr. Stark and feeling that dread and fearing that he was going to die, then turning to dust and being so alone and afraid and then coming back, seeing Mr. Stark with his red-rimmed eyes and his arms wide open, holding her close and rocking them and telling her how much he loved her and how he wasn't going to let anything else happen to her and her heart was breaking. Her chest was caving in and she was leaning against the stupidly-fancy refrigerator and sobbing and she couldn't live without him. She knew that with a clarity that she'd never felt before. She had to save him, and she'd do anything to do it. Something cold clenched her heart...something hard and cold. She was angry. And afraid. And she would do literally anything to save Mr. Stark...and she didn't need the Avengers to do it.

She went to her room in the tower, letting the door lock behind her. "FRIDAY, give me everything...send it to Karen."

"Captain Rogers has specifically asked me…"

"Override. Code 7743372229." FRIDAY seemed to almost hesitate...it had been Mr. Stark's ultimate show of faith in her. She was seventeen years old, not old enough to vote or drink or sign a lease...but she did have her own override code to Tony Stark's AI. So that was something. "Find Mr. Stark, send it straight to Karen as soon as you have something. Do not notify any of the Avengers...or anyone else in the building, that I'm leaving. Keep my door locked." She spoke in a tone she barely recognized. Cold. Calculating...Spidergirl wasn't cold or calculating. Right now, she wasn't Spidergirl. She was Penny Parker, and that asshole had taken her father.

Slapping a hand over the palm of her suit, she let it pool around her ankles and grabbed a black training bodysuit from her closet...a gift from Natasha. Strapping on her webshooters, she pulled her mask on over her face, grabbing a pair of gloves and yanking them on. Moving over to her balcony, she hesitated. Not because she was unsure...she was sure. She'd never been surer of anything. But in her closet were more than clothes...Natasha had gifted her with more than black bodysuits and cool new boots. The gun had been a secret present...one Penny had sworn that she would never need. She hated guns...had hated them since one had killed her uncle. No matter how angry she was, she didn't think she could carry that.

Yanking her balcony door open, she made sure she was out of sight of the conference room window, then jumped, free-falling for almost too long before catching herself with a web and swinging to the center of the city. "Hello, Penny." Karen was somber and worried. That was new.

"What have you got for me, Karen?"

"FRIDAY is using the tracker in Mr. Stark's suit to trace him. The rest of the team is still waiting at the tower." She told the girl, her tone suggesting she get her butt back to the tower and wait with them.

"Give me most probable locations...get me close." She just needed to be close...to find him as soon as possible. "Start scanning buildings. FInd me a heat signature or a facial recognition match...something. Anything." She swung with a new energy, cold and furious and ready. This wasn't fun...this was a mission. She was going to save Tony Stark no matter what. The sun was setting, shades of pink and yellow filling the sky. She didn't care. Couldn't think of anything but saving him. Was this how he'd felt after she'd disappeared? Turned to ash and floated away?

Suddenly a path was illuminated in her mask. Without a word, she took it. Karen began giving her specifics as she flew. At least ten Hydra agents. Mr. Stark was being held in a cell...that was all she could get until Penny got closer. So Penny got closer.

It was a warehouse by the river, the inside converted into a makeshift prison. "Karen, taser webs." She ordered, then made short work of the two guards standing out front.

"Eight more inside," Karen told her. Penny clenched her fists, grabbing one of their radios and crushing the other one under her foot. Slipping inside the door and jumping onto the ceiling, she crawled her way through the building, shooting taser webs at every Nazi she saw, letting them twitch and shake on the walls until Karen let her know that only one Hydra person was left.

Mr. Stark was chained to a wall, arms above his head, hanging limply from his wrists. One eye was swollen shut, his lip dripping blood onto the floor...or had he been coughing up blood? His head was limp, chin resting on his chest. He wasn't wearing his armor...he was wearing his flight suit. He was vulnerable...just a person. A human. She crept forward on the ceiling, getting as close as she could. "Penny, the Avengers have been alerted of Tony's location and they are on their way."

She didn't care. She was going to take care of this on her own.

"So, Stark...what do you say."

"Go fuck yourself." Mr. Stark spit, blood dripping down his chin.

"Come on, Stark." The Hydra official moved closer, something in his hand. "Give me a name." Then the man was shoving something into Mr. Stark's side and he was screaming and it took her a moment to understand...it was a taser. Her mentor thrashed and screamed, blood dripping from his lips, and she lunged.

The man turned impossibly fast, and she realized her mistake at the last minute. There had only been ten people. Why would they guard Tony Stark with only ten people if they didn't have at least one enhanced person? The Hydra soldier twisted, shifting his weight and slamming a fist into the side of her head, knocking her against the far wall. She was pretty sure Mr. Stark was yelling, but she could barely hear it over the ringing in her ears.

"Well, well...guess you don't need to give me a name after all...she's decided to join us." Penny glared, feeling the lenses in her mask narrow as she staggered to her feet. "Nice to meet you, Spidergirl." She ignored his words, watching his feet instead as she lunged again, this time getting in a solid kick to his stomach, then dodging as he swung his meaty fist at her again. He was taller than her by at least a foot, shoulders broad and muscled like Captain America's. And he was fast...fast like her. She leaped at the nearest wall, crawling to the ceiling to get away...then something was sticking into her side and her whole body went rigid, fingers losing their grip on the wall.

She hit the ground hard, head slamming into the concrete, and she heard the man laugh. "What do you think of my bug zapper, Stark?" He asked as blood filled her mouth...she must have bitten her tongue. Mr. Stark was watching...watching as the taser switched off and the cables retracted into the remote. Body still shaking, she tried to shake it off...to stand back up, but her legs were jello, head spinning. She had to save Mr. Stark. That was her only priority. "So, Spidergirl, as your friend and I were discussing, I was hoping to get your name." She pushed the bottom of her mask over her mouth, spitting a glob of blood onto the floor, then replacing the mask. "Last year, you put a buddy of mine behind bars. He was hoping to learn a little more about you. So...give me the name or…"

And then Mr. Stark was screaming again, thrashing in his bounds, and she forced her legs to work, lunging and catching the guy around the middle, a fist coming down and smashing his nose. She managed to get a couple of hits in before the Hydra soldier grabbed something...she didn't see what...maybe a pipe or a bat...and brought it up, cracking her across the head with it. She rolled off of him limply, blinking away spots, then screaming when he brought it down again on her side, cracking a few ribs. He was holding the taser still, but it wasn't pointed at her.

Mr. Stark had a heart condition. If this man hit him with the taser again...Penny barely thought before saying the words...barely considered the implications. "Karen, activate instant kill."

She was Spidergirl. Spidergirl didn't kill people. Didn't carry a gun or hurt people. She stopped crime and saved people. But this was Mr. Stark. This was her father. And she couldn't let him die. Not now. Not because some villain wanted her. The lasers were focused, two holes appearing in the man's chest, and quietly, almost too quietly, he was falling. He hit the floor, body limp, taser rolling to a stop at her foot, and she lifted her boot, crushing it without thought.

She'd done it...she'd killed someone.

"Penny?" Mr. Stark choked on the word, blood dripping from his mouth. Almost on autopilot, she walked over to him, grabbing the wall and pulling herself up level with the chain supporting him, then snapped it one-handed. He dropped gracelessly, legs folding, and he ended up with his back to the wall, forcing himself into an upright position, looking up at her with something like fear. He was afraid of her? "Pen? Come here, kid. I don't think I can stand up right now." HIs voice was soothing...gentle. "Come on, honey." He reached out, a hand offered, and she took it, letting her legs buckle, crashing down onto her knees. It barely stung.

"I killed him." She told him, her voice sounding dead to her own ears. Mr. Stark reached up, shifting her until her head was against his chest, fingers running through her hair. "I...I killed him."

"Yeah." She felt him nod.

"He would have killed you." The numbness was lifting...lips trembling, she felt her hand move up his chest to grip his bloody shirt. "Mr. Stark…"

"It's okay. It's okay, honey." She should have been consoling him. He was more hurt than she was.

"He would have killed you!" He squeezed her even tighter, rocking them back and forth. "I killed him...I had to. I had to!"

"I know. You did. If you hadn't he might have killed me. You made the right call, Pen. You did good." He sounded desperate...afraid. What was he afraid of? Her? She wouldn't blame him.

"Your heart…"

"I'm fine. I promise, kiddo. It's still beating. I'm going to be fine. Where's the team?"

"I snuck out."

"You used the override code." The whole conversation felt like it was happening underwater. She'd killed someone. She'd killed someone to save Mr. Stark. "Pen? Can you stand up?" She nodded but made no motion to move. "Penny?"

"I had to. I had to save you." Penny sobbed, clutching his shirt.

He squeezed her, and she felt lips pressing into her hair. "I know, honey. It's okay." She knew they needed to get up...that she was going to have to explain herself to the Avengers and to Mr. Stark. But at the moment, her body felt weighted down and all she could do was sob into his shoulder, feeling less like a superhero than ever.


	6. Stay

**Notes for the Chapter:**

> Welcome to Whumtober Day 13! Warning: Contains Sexual Assault of a Minor. Not graphic but still...warning!

**Stay**

Jeremy hadn't been so bad at first. May had met him through a mutual friend, and at first, he'd been pretty charming. He smiled a lot and took May out to nice restaurants and even brought Penny back leftovers once or twice. He would put his hand on her shoulder and call her 'kiddo' sometimes, which was a nickname only Mr. Stark had ever used, but still...she tried not to show him how uncomfortable it made her. At sixteen, and a superhero at that, she told herself that a nickname she didn't love from him wasn't the end of the world. She could deal with that much if her aunt was happy.

Mr. Stark found out about him one day in the lab when she was trying to make her web fluid stronger and somehow decrease the amount she would have to carry. It wasn't really working out. Still, she was just invested enough in her work that she missed his expression when he asked her how things were with May. "Hm? Oh...fine. She's out with Jeremy tonight, so I don't have to get home until 9 or 10." She muttered, shivering a little in the cold air and pulling her sweater closer around her while her other hand worked out calculations.

"Jeremy? Who's that?" Mr. Stark asked, and she finally glanced up from her notebook in the silence that had followed.

"Huh?"

His mouth twitched a little, and he made a hand gesture, making the screen hovering over his desk disappear. "Who's Jeremy." He asked, over-enunciating the words. She almost gave into the temptation to roll her eyes, but just barely managed to abstain.

"Her boyfriend." She told him, worrying for some reason. Why would Mr. Stark care if May had a boyfriend? Why should Penny worry about telling him that?

"May has a boyfriend?" He asked, eyebrows lifting, and she shrugged.

"Yeah, I guess. They've been dating for a few weeks." She dropped her eyes back down to her notebook but didn't pick up her pencil. She didn't want her aunt dating again, but she also knew it was none of her business. So she'd kept quiet when May had assured her that they were going to take things slow...that she would never want Penny to be uncomfortable. But already, she could see that May was falling in love with him. And it made Penny's stomach clench a little every time May turned the subject to him.

"What's he like?"

"Huh?"

"Geez, kid. Am I not interesting enough to listen to anymore? Has the hero worship finally worn off?" She forced a laugh, shaking her head.

"Sorry. I just...can't get this formula to work out." It was an obvious misdirection, but he seemed to fall for it, joining her at her desk and gently brushing her hand out of the way, taking her pencil and taking a stab at it himself. She thought it had worked...that he was going to drop it. But as the two had adjusted her formula for her webfluid, pouring the chemicals together and trying to get her idea to work, he'd spoken again.

"So, what's he like?"

Knowing that Tony Stark didn't let anything go, she bit back a sigh. "He's pretty nice, I guess. Takes May out and they have fun. She really likes him."

"And do you?"

She shrugged. "He's fine."

"Do you see him a lot?"

"He comes over sometimes." She didn't want to tell him that he hadn't spent the night yet and that she dreaded the day he did. "Just to hang out or pick May up." Mr. Stark dropped it then, focusing once more on the web fluid, and the two had worked for hours without much success. Still, Penny didn't mind. She loved working in the lab with Mr. Stark. When they were done, they joined Miss Potts upstairs to watch a movie, and then Happy drove her home from the Compound at around 10. When she reached the apartment, May wasn't home, and at 11:30 Penny finally got a text from her telling her that her aunt would be staying over at Jeremy's. She wasn't sure why she cried in the shower that night, but she did.

After that, it became a weekly occurrence for May to stay out on Friday nights, not coming home until Saturday afternoon, and Penny knew that she had no right to be angry about it. No right at all. Her aunt was a grown woman and Jeremy seemed to treat her well. He was nice enough to Penny when she saw him...but there was something she didn't trust, not that she ever said it out loud. A few weeks later, in Mr. Stark's lab, the clock struck 10 and the man looked up from his work. "Wow...we'd better get you home, kiddo." He told her with a yawn. "It's getting late and you still have a long drive."

Feeling bitterness swell in her stomach, she just shrugged. "May won't know anyway." She told him, hoping her voice came out as more neutral than irritated.

"What?"

"She spends every Friday night with Jeremy." This time her voice was angry, and she cringed at the tone she'd used to say his name.

"She leaves you alone?" Irritated without knowing why, she scoffed.

"I'm sixteen. I can stay home alone." There was a brief silence, and then she realized that she'd just snapped at him. Looking up with wide eyes, she met his baffled expression with contrition. "I'm sorry. I didn't mean...sorry."

"Don't worry about it, Pen." He assured her, reaching out and gripping her shoulder. "You wanna stay here? You know you have a room." She sort of knew that…he'd told her about it the day of her test...when he'd offered her a spot on the Avengers. But she hadn't known for sure that it was real. And honestly, the thought of staying at the compound instead of in her lonely apartment did sound nice.

"Sure. Just make sure it's okay with May. You want to keep working?" Nodding, she pulled out her phone and sent her aunt a quick text, then got right back to work. They stayed in the lab until almost one when Miss Potts had finally come down and ordered them to bed. That morning, Penny slept until noon and, as if by unspoken agreement, she and Mr. Stark had gone back down to the lab to work on whatever they could find until she'd finally gone home at about 4 to find her Aunt and Jeremy waiting for her.

"Where have you been?" May asked, voice tight.

"I told you, I was at my internship." May had found out about Spidergirl ages ago, and after some initial anger, mostly directed at Penny but there had been a little left over for Mr. Stark, she had set some ground rules that Penny mostly obeyed. But Jeremy didn't know. And he never would. The taller man was standing in the living room, holding the TV remote but watching their conversation.

"All night? And then all day today?"

"We got caught up working." She told May with a shrug, feeling that familiar wall go up. Jeremy was watching her grab a bottle of water from the refrigerator and she didn't like him. She didn't know why...but she hated him. Didn't trust him.

"And you couldn't even send me a text?"

"I did text you!"

"Yeah, last night!"

Penny rolled her eyes, letting her aunt see as she turned to go to her room. "Penny!" That was her angry voice. Her, 'you're in trouble' voice. But that only made Penny angrier.

"What the hell do you care? You weren't home anyway!" May flinched at that, hurt quickly giving way to anger.

"I'm a grown woman, and if I want to stay out all night, I will."

"Oh, believe me, I know!"

"But you are sixteen years old! You have to…" Penny turned and stormed out, not slamming her bedroom door behind her, but closing it firmly enough to communicate her displeasure. Lips trembling, she dropped down on her bed, anger draining and sadness and shame taking its place. At her feet was her backpack with her suit and she thought seriously about taking it out….swinging away her frustrations and stopping some crime before coming back and maybe trying to actually talk to her aunt. Without Jeremy around.

Then there was a knock on her door. Sure it was May coming to talk, she smiled a little. "Come in." Her door opened, and it wasn't May.

Jeremy stepped inside her room, closing the door behind him, and giving her that charming smile. "Hey, kiddo."

Her throat dried up and her brain immediately went on the defensive. She was stronger than him...if he was going to hit her, she could fight back. Call for May...she could protect herself. That didn't make this any less scary. "What?" She didn't care that she was being unfriendly. She didn't want him near her. Not in her bedroom.

"I told May I'd have a chat with you. You know, we really haven't gotten to know one another, and I feel like that's on me." She remembered the first time Mr. Stark had been in her bedroom, the door shut. She hadn't felt threatened, not even once. She hadn't been afraid. She'd never been afraid that Mr. Stark would hurt her, even when he was angry with her. So she knew it wasn't just having a strange grown man in her bedroom that worried her.

He sat beside her on the bed and her spidey senses screamed at her. Stiffening, she started to move away, but he rested a hand on her knee and her whole body froze. "Now, I know it's strange to have a man around after so long, but it doesn't have to be a bad thing." His hand squeezed her leg too tightly...had she been less strong, it would have been intimidating. But she couldn't move...couldn't make herself stand or yell. "You know, it really hurts your aunt's feelings, you acting this way. She loves you so much." His other hand moved some hair back and she swallowed hard. "So…" His hand moved up her leg to her thigh, resting over her jeans. "Let's get to know each other."

She started to push back...to jump up, but his hand was on her throat and he was pushing her over, her head landing on the pillow. "Oh come on, kiddo." He was still talking so softly, and then a door was shutting. "May went out to get ice cream for all of us. She really wants us to talk."

She couldn't talk. Couldn't fight. Why! She was a superhero! She was Spidergirl! She was strong and smart and she interned for Tony Stark and her mouth opened to scream but she couldn't. Tears poured from her eyes and she pushed him away but he didn't budge. It was almost as if adrenaline was making her weak instead of strong and his hands moved over her body and she was so ashamed...what if May found them? What if May thought she wanted this?

He called her a 'good girl' when he was done...told her that they were going to get along just fine. Then he left her sitting on the bed, tears streaming down her face and a disgusting taste in her mouth. It had only been fifteen minutes...May would be back any time. In the back of her mind, she knew that May would dump him now...surely May wouldn't have let this happen. But she had, another part of Penny's brain whispered. She'd left her alone with a man Penny didn't like and...Penny doubled over, retching and losing her lunch on the floor, then stared at the wall, hands shaking, lips trembling.

She had to get out. She just had to. She couldn't stand being in that bedroom for one more second. Jumping up, she grabbed her backpack, then climbed out the window and down the fire escape. She thought about changing into the suit...but she didn't want to. Didn't want to talk to Karen or anyone else. Instead, she ran through alleys and back roads until she reached the subway, her brain not thinking much beyond 'get somewhere safe.' She just wanted to get somewhere safe.

People looked at her funny on the subway, but she didn't care. For over an hour she sat by herself in a corner, backpack clenched in a white-knuckled grip. All her brain seemed capable of was static...like an old TV she'd seen at an antique store. Static. Black and white lines zigzagging across the screen. Safe. Get somewhere safe. Now. Hurry. She wasn't a superhero anymore. She was a little girl and that man had hurt her and now she needed to find somewhere safe.

Mr. Stark was safe. Unquestionably safe. The compound was home to Iron Man and War Machine and Vision and Pepper Potts. They were the safest people in the world. More recently, she knew the other Avengers had been coming by, she hadn't been introduced yet. She didn't care. She just wanted to be safe. And to take a shower. A long, hot, scalding shower.

The subway dropped her off fifteen miles from the Compound, and so she started walking. It was raining. She didn't care. She just slung the backpack over her back and walked, letting the water from the sky mix with the water running down her cheeks and just kept moving forward until she reached the gate hours later. It was getting dark and she was soaked and freezing and so tired...but she needed to be safe. So she walked up to the keypad and put in her code, knowing it would alert everyone that she was there and not caring.

Vision was the one who came out first, meeting her halfway up the walk dressed in a normal human sweater and slacks, his loafers getting soaked in the downpour. "Penny?" He asked, voice registering surprise. She opened her mouth, then closed it, not able to bring herself to speak. She didn't know what she was supposed to say...how she was supposed to explain this. "Are you hurt?" He asked. The android had always been nice to her, but they'd barely ever had a real conversation. Yes, she was hurt. But also, no, she wasn't. How did she explain that to a virtual stranger? So she just stared at her feet, glad the cold rain was keeping her from blushing in shame. "Come inside." He finally ordered, a hand reaching out to guide her. She jerked away, not able to stomach the thought of even him touching her.

She followed Vision inside without another word and Mr. Stark was waiting, a towel in hand that he threw over her shoulders, a hand brushing back soaked hair. "Hey...did you walk here?" He asked, an attempt at lightheartedness, but tears wouldn't stop falling from her eyes. She couldn't' banter. Couldn't joke. She was still afraid. Why was she still afraid. Then she looked up at him, meeting his eyes, and he touched her icy cheek with a warm hand. "Pen? What's going on." And then she threw her arms around him, crying so hard that her soul ached, her chest constricting as she held him almost too tightly as if that would keep him close and her safe. After a half-second, he wrapped his arms around her, apparently not bothered by the fact that she was soaking wet. "Okay...it's okay, sweetheart. It's okay." He murmured, the words empty and full at the same time. It wasn't okay...but he'd make it okay.

Tony Stark had never hugged her. She'd hugged him exactly once...in the back of a car...and, it had been humiliating. Over time, he'd started squeezing her shoulder or ruffling her hair or even patting her in the back. But he didn't hug her. They weren't there yet. Until now. So she shamelessly took advantage, face hiding in his shoulder, shaking and sobbing and wishing that she could just stay there. "Tony?" Rhodey asked, and she wondered who else was there. Then again, she didn't care.

"I don't know." Mr. Stark told him. "I don't know…" He started to move, not releasing her, but guiding her over to the sofa. "Get me some more towels." He ordered, and she shuddered, gripping his shirt and sobbing and not knowing how to stop.

"I'm going to call May...tell her we have Penny here." Penny shook her head and Mr. Stark rubbed her back.

"Hang on a sec...just...tell May we found her." That sounded better. She didn't want May coming to the compound somehow...didn't want her to know. But she knew May would have to know. Just...not now. Not yet. She just wanted to be safe for a few minutes. Another towel was draped around her, and something was sat down on the table. There was a hiss and then a pop, telling her it was a soda, and then everyone left.

They were in the main lobby. Not the living room or the private floor...the main lobby that had a sofa and a coffee table and a water cooler next to a vending machine. She knew that they would need to move. But when Mr. Stark started to move, she gripped him with a strength she rarely used. "No...stay. Please stay." She begged, not wanting to get up or move or face anyone. "Stay."

"Okay." He settled beside her once more, rubbing the towel over her hair. "Would you rather go to the living room? No one's there. Just us, kiddo." Her whole body jerked at that nickname, and she felt hot shame go from her chest to her face. "Pen?" That one was safe. He hadn't called her 'Pen' yet.

"Stay." She begged again, so he did. Wrapping the towel around her head, he leaned back against the sofa, rocking her back and forth for a long time. Finally, when her tears had started to slow down, he finally asked.

"You can tell me." It wasn't a question...it was a reassurance. "Anything. No matter what happened. I've got your back, honey. I'll take care of it." And she knew that he was telling the truth. If she told him that she'd straight up killed someone, he would have her back. But this felt so much worse. So much more painful. He kept rubbing her back, waiting, not pressing, and the words built up in her chest and threatened to burst out of her mouth. But she didn't know how to say it. Didn't know how to admit it. She'd barely fought back. Why hadn't she fought back? She didn't have a mark on her...who was going to believe her?

"Jeremy." She started with the name, whispered and choked on, and he stilled for a second before continuing to rub her back in the lobby of the Avengers Compound. Easing her backpack off of her back, he placed it at her feet so he could wrap the towel more firmly around her. "May was mad...we fought. I went to my room...she left to get ice cream...that's what he said." She could only tell the story in fragments...could only stomach the shame in bite-sized pieces. "He came in my room...sat beside me…" She couldn't go on...couldn't tell this story to Tony Stark. He didn't push, though...just stayed, like she'd asked him to. "It was like I couldn't move." Mr. Stark didn't react, just stayed at her side, rubbing her back and drying her hair and rocking her back and forth. She was safe with him. No one in that building would let anyone hurt her. "I tried to stop him but I...I wanted to stop him...I just...I couldn't…" Still, he didn't react, just holding her close, and it made it so much easier so whisper the words into his collarbone. "He...in my mouth...he…"

"Okay...shhh, honey. It's okay." Mr. Stark murmured into her hair, dropping a kiss against the top of her hair. She knew he loved her. Had known for some time. But this was proof...if only she could focus on that long enough to enjoy it. "Did he stop after that?" He asked gently, realizing that she didn't want to speak about it, and she loved him for it. Nodding into his collarbone, she let out another sob. "Okay. Take a deep breath." He urged, and she did, realizing she was getting lightheaded from the sobbing.

"I don't want to go back. Please...can I stay? Please?"

"For as long as you want." He promised her hair.

"She left me with him." She knew it wasn't May's fault. She knew that May had never expected this or wanted it...but it had still happened and now she couldn't bear the thought of going back into that apartment. Not yet. "She left me…"

"I'm so sorry….I'm so, so sorry, Penny. I'm going to take care of this. He's going to jail...he won't get out. Not ever." She shook her head. She didn't have any marks on her body. She could barely make herself recount the details.

"What if she doesn't believe me?"

"I believe you. You don't need to prove anything to anyone else." And she knew that was true. Mr. Stark had the power to save her. He shifted again on the sofa and she gripped him even tighter, still not able to look him in the eye. But he put a careful hand under her chin, pulling her face up until she had no choice but to look at him. "You don't have anything to be ashamed of. This wasn't your fault. You're still strong. You're still a superhero." She sobbed but didn't break eye contact as he held her chin. "You are the closest thing I've ever had to a daughter, and I love you, kiddo." There was that nickname again, but this time it didn't hurt. This was Mr. Stark. He could fix anything...even this.

"Please stay." She whispered again, and he tucked her head under his chin, water from her clothes soaking into the sofa and his shirt.

"Always."


	7. Torture

**Torture**

Blood. Penny could taste blood. Metallic and salty, it filled her mouth, but she was too weak to spit it out. Instead, she opened her mouth and let it spill down onto the cold concrete floor. Shivering violently, she tried to come back to herself. She was cold. She was sore. She could sort of remember someone yelling...screaming. She took a deep breath, realized that was too hard, then took a shallow breath. Her side hurt, and her stomach...her whole torso. And her throat. She'd been screaming. Screaming...someone was screaming…

She jerked herself awake, gasping and coughing, looking around the freezing cell, wiping the blood with the back of her hand. Someone was screaming. She looked around, eyes darting around the pitch black room...cell...she'd just assumed it was a cell. It was...she'd gotten hit in the head. No...someone had hit her in the head. With...a bat? Or something? She brought her hand up, pressing it gently against her temple that was throbbing, and then brought it away to find it covered in blood.

But who was screaming? She closed her eyes for a second, pressing her palms into the floor and pushing herself up and trying to find a wall. It was too dark to see anything, so closing her eyes made little difference, but she moved until she could find the wall and then slumped against it, shivering. There had been a mission. But not with Mr. Stark...Mr. Stark hadn't been there. She'd been with...Captain America. And Black Widow. Captain America and Black Widow, Hawkeye, and Falcon. Mr. Stark hadn't wanted her going. No...he hadn't known she was going.

She was dizzy. Shivering and wiping blood from her face, she tried to focus. Tried to remember. A mission. She'd been patrolling. Karen had warned her about a robbery, and then Captain America had been talking in her ear. "Spidergirl, do you copy?"

Before that day, she'd met Captain America three times. The first in Germany, when he'd smacked her in the face with his shield. The second had been during a formal introduction at Mr. Stark's compound. He'd invited her over to the compound in the middle of the week to meet the Avengers, and she'd immediately said no. Then he'd somehow convinced her, but she'd worn her suit and refused to remove it. Only Mr. Stark had asked her to take off the mask, and she'd said no and that had been that.

The third time had been that day. Had it been the same day? How long had she been in that cell? He'd asked her if she copied. And she'd said yes. She remembered saying yes. "We need backup." And she'd gone. Something about Hydra. A warehouse by the docks. It had taken her a while to swing there. And Mr. Stark...she always went on missions with Mr. Stark or by herself, but Captain America had asked for anyone in the area and Mr. Stark...was on a business trip.

Screaming. Who was screaming? Captain America had led, her swinging down to join him and Natasha Romanoff, Clint Barton, and Sam...Falcon. They'd never had a conversation. They'd gone into the building, Steve Rogers leading and the rest of them following his orders. It was a blur...she'd been wearing her suit. Suddenly she felt her heart stutter to a stop. She wasn't wearing her suit. Her mask. None of it. She was in her tank top and shorts...that's probably why she was so cold. But they knew who she was...they had to. They'd taken off her suit.

The cell door was thrown open then, and Penny slammed her eyes shut, head pounding as the light flooded the room. Gasping, she clenched her head in her hands, curling into a ball before hands grabbed her, a needle jabbing into her neck...and then she was limp, struggling to keep her eyes open between the light and whatever they'd just injected into her. The hands grabbed her arms, hoisting her up and dragging her so that her feet skimmed the floor. This went on for what felt like forever, but then she was being dropped onto the ground, head cracking against the concrete.

Someone swore. "So...this is Spidergirl?" A different voice, not the one that had sworn, said with a laugh, and Penny felt more blood dripping from her mouth. Weakly, she brought a hand up to wipe her face, but she could barely move. Giving up, she slumped back onto the floor. They'd been following Captain America. He'd been guiding them. And...that was it. That was all she had. All her brain could process.

She opened her eyes, squinting into the fluorescent light, and found herself looking up at Captain America. He was handcuffed to a chair...handcuffed? How had they handcuffed him? And he was staring down at her...she didn't have a mask on. Some part of her thought she needed to have a mask on...she was tired. Weak. Sick. Was she sick? And then something came crashing down and her ribs cracked and she was screaming. "No! Leave her alone!" Was that Captain America? Then the thing...a bat, maybe, came down again and she screamed and couldn't breathe and rolled over on her back, gasping and thrashing from the pain, wondering why she couldn't move. What had they done to her? "She has nothing to do with this!"

Then she was alone with him. Alone with Captain America, him handcuffed to the chair and her slumped on the floor, coughing up blood and shivering. There was a chain around her ankle, she realized then...like she was a damsel in a metal bikini or something. "Spidergirl? Spidergirl!" He was yelling at her. Yelling? Calling for her? Things were clearing up then, and it felt like hours before she could blink and push herself upright so that she was sitting. "Spidergirl?"

"What?" She asked, looking blearily up at him. "Captain?"

"Spidergirl? Can you hear me?" He asked, leaning in. He had a cut on his face, lip busted, and his torso was covered in blood.

"Captain America?"

"Yeah, kid." She propped herself up with one hand, wishing she could stand but everything was spinning. "Spidergirl? Hey, kiddo, stay awake."

"What?"

"Stay awake!" He swore again under his breath. "How old are you?"

"What?" He struggled against his handcuffs, straining but apparently unable to break them. "Where…" She took a deep breath. "Where are we?"

"Some warehouse...they moved us. How much do you remember?"

"Um...you asked if I could help. Then...the warehouse...Hydra…"

"Yeah. It was a trap. We were ambushed. The others got away...but you were captured. You got hit in the head...knocked you out."

"You?" She asked.

"You think I was going to leave you?" Honestly, she thought, maybe. They'd met three times. How the hell would she know? "I wouldn't have left you, kid." He informed her, voice softer.

"I don't feel good." Her head dropped against her chest and he urged her to stay awake again.

"I know, kid." He told her, voice surprisingly gentle. "They drugged you...try to stay awake."

Theoretically, that was a great idea, but logistically she wasn't sure how that was going to work out. Still, she nodded, trying to give her body a chance to burn off whatever they'd injected her with. "How long have we been here?" She asked, wondering what the chain was made of. If she could just get her body to work, she could probably break it.

"Almost 24 hours." That wasn't great. "They took you to another room...I didn't know…". He didn't know anything about her. Didn't know who she really was or how old she was or what they were doing to her. Her brain was functioning again, thoughts coming slowly. They were in a concrete room, a small, claustrophobic space with bloodstains on the walls...and the floor. There were no windows, and the door was made of solid metal with a tiny window in the top.

Captain America sat in a metal folding chair, handcuffed and bleeding against one wall, and less than six feet away she sat against another wall, the cuff heavy around her bare ankle, pink toenails only making her look younger. The tank top only covered most of her stomach and one of her straps was falling down...she felt exposed and cold, the shorts only covering her upper thighs. She never expected anyone to see her without the suit!

The chain was maybe four feet long, heavy and thick and rusted. She started to move her foot but stopped. If they found out how strong she was before she was fully capable of fighting back, she'd be in trouble. So would the Captain who'd come back for her. "Spidergirl?"

"Penny." She corrected softly, shifting until her back was against the wall and holding her side, trying to figure out how many ribs were broken. She hadn't eaten in at least 24 hours...her healing wasn't going to work if she didn't have something soon. "What happened?" She asked, nodding her head toward his torso.

"Gunshot. It's not too bad." If he was anything like Mr. Stark, he was lying. "The others are getting reinforcements...they'll get us out."

That was probably true. But she didn't know what these guys had planned. What did they want? Still, she didn't argue, just rested her head on the wall.

"Penny?" He'd been silent for about ten minutes before he spoke, both of them catching their breath and resting.

"Hm?"

"How old are you?" He sounded scared like he didn't really want to know. But she saw no reason to lie anymore.

"Fifteen." He swore, closing his eyes and shaking his head.

"Damn it, Tony." He hissed, and her goodwill was forgotten.

"This isn't his fault!"

"He recruited a fifteen-year-old girl…"

"I was Spidergirl for months before he came alone and gave me my suit! He mentored me and let me help in his lab! He's always there to help if I need it! If it weren't for Mr. Stark, I might be dead!" She thought of the Vulture and the ferry...of the lives that could have been lost, including her own. She thought of all the upgrades he'd installed, keeping her safe.

The door was thrown open again and a man in a suit stepped inside. "So. Captain Rogers. It's truly a pleasure." Steve Rogers gave him a disgusted grimace. "And Spidergirl. I'll admit, I was expecting someone older." The man chuckled, crouching down in front of her. "Any chance you'll tell me your real name?"

She smiled, teeth flashing as she batted her eyelashes, leaning forward, and he got a little closer. "Go to hell." Then, pretending she was a greaser in a book set in the sixties, she spat at him.

For a moment, there was silence. To her surprise, the man chuckled, shaking his head and slowly straightening, pulling a handkerchief out of his pocket like he, too, was trying to pretend he was from the sixties, wiping the glob of spit from his cheek. Turning to Captain America, he gestured with a hand to her. "Kids these days, am I right, Captain?" Mr. Rogers just stared at him, then glanced at Penny, obviously worried and trying to hide it. "So disrespectful." Shaking his head, he replaced his handkerchief and smiled. "I was hoping we'd get to do this the hard way. Alright, Captain. You know the drill. You can put a stop to this any time...just tell me what I want to know."

She watched the Captain brace himself, but the man in the suit stepped outside the room, grabbing something, then turning back to them. Penny glanced over at Mr. Rogers, trying not to look afraid...trying not to let on that she was a fifteen-year-old girl that was in no way ready to withstand torture. He was holding a knife...like one her aunt would use to chop onions. Swallowing hard, she shrank back against the wall. "We know that you have some kind of healing factor, so I thought we'd kill two spiders with one stone so to speak. We're going to see how well that healing factor works...do some science. What do you think?"

"She has nothing to do with this."

"Come on, Captain. We all know she's an Avenger."

"She's not!" He cried, straining against the handcuffs as the man approached her. "She's a child!" Penny would have bristled but she was too busy pulling herself to her feet, backing up and clenching her hands into fists, ready to fight. Rather, she would be ready to fight...but the moment she'd stood up, she was woozy again, the room spinning as whatever they'd injected her with continued to work its way out of her system. Raising a fist, she watched him approach, the room spinning, and did her best to dodge, almost getting him...but then he grabbed her hair, yanking back, and the knife slid easily into her back right beside her shoulder blade.

Penny whimpered, meeting Captain America's wide, horrified eyes, feeling shocked tears start to fall. She couldn't move...gasping, she stood stock still, tears dripping as the man placed a gentle hand on her shoulder, squeezing as if in comfort. "Alright, Captain. Let's see how long before that heals." And then he pulled the knife out with an awful, wet noise, and her legs crumpled.

The door slammed shut and there were a few awful seconds of silence. Finally, the Captain spoke. "Penny? Penny, talk to me." She gasped, mouth open, whimpering. "It's okay...hang on, kid. It's okay." He was struggling with her handcuffs again and her fingers dug into the concrete, burning, unbearable pain shooting through her back and arms. "Hang on, kiddo. It's going to be okay." He urged. "Take a breath. Come on, kid." Mouth still open, she wheezed, desperately sucking in air.

She had no idea how he got out of the cuffs. He was Captain America, after all. But he was screaming and straining and then he was beside her, a hesitant hand on her arm. "Mister Rogers…" She gasped, forgetting that she didn't know if she could trust this man. She just wanted it to stop hurting. "Please…"

"It's okay." He ripped his shirt off, pressing it to her back. "It's okay. I'm going to get you out of here. It's okay."

"It hurts..."

"I know. I know, kid." He pushed some of her hair out of her face, a thumb wiping a tear from her cheek. "Breathe...just take a second." He pressed the shirt against her back, and she opened her eyes, looking over his torso and realizing that his gunshot wasn't healing either.

"It won't heal." She didn't mean to cry...they were both hurt and she was a superhero. She was supposed to be stronger than this. "Mister Rogers…"

"Is it because you haven't eaten?" She nodded.

"It slows down...if I'm too hurt or don't eat."

"Alright. We've got to get out." She knew from his voice that there was no way out...that this was basically a lost cause.

"Mr. Stark'll come." She slurred a little, breathing through the pain that slowly seemed to ebb, replaced with a creeping numbness.

"He was on a business trip, kid." Mr. Rogers reminded her. "They ditched your suit...my shield too."

"He'll come for me."

Mr. Stark did come five hours later. They'd been in that room alone the whole time, the man with the knife never returning, and when the Avengers broke into the building, they found the place abandoned. Iron Man burst into the room and found Steve sitting in the corner of the tiny, freezing, bloodstained room, Penny Parker half in his lap, his hand shakily running through her hair. The girl was limp, eyes not even fluttering when Tony dropped to his knees, grasping for the girl and pulling her into his own arms, suit left behind in the doorway.

"She wasn't healing...they didn't feed us.." Steve choked out, hands bloodstained and clenched in his now empty lap. "She...was scared. I held her…"

The next few minutes were a mad scramble...she was loaded into the jet and needles were stuck in her arms, electric paddles coming out like this was some kind of hospital drama, and then she was put into the medical contraption that was supposed to fix everything...Helen had promised some pretty impressive results. All Tony and Steve could do sit beside her in silence, first on the Quinjet, then at the compound.

"I'm so sorry." Steve finally whispered. "I had no idea...how young she was. I didn't know…I never would have asked her to come..."

Tony knew that...deep in his heart, somewhere, he knew that, but he didn't know if he could forgive Steve for dragging her into this...or himself for making it possible in the first place.


	8. Manhandling

**Notes for the Chapter:**

> Hello everyone! Welcome to Whumptober day 15! This isn’t my favorite but...well...I tried. :) Also my oneshots are kind of low on whump and heavier on plot. I’ll try to fix that next time.

**Manhandling**

The invitation came in the mail on embossed stationery, the words written in lovely, loopy cursive...it looked handwritten, but with a calligraphy pen. A fancy one that would cost over a hundred dollars at a fancy pen store, dipped in ink that probably cost as much as a nice dinner for her and May at that Thai place they went to sometimes. Penny held it in her hands, dropping onto her desk chair and glancing at her bedroom door. May wasn’t home yet. Penny had gone patrolling after school, but only for a few hours, and had made it home before her aunt who was working late that night. Changing out of her suit, she’d stashed the suit into her backpack, then kicked that under her desk where May wouldn’t look. Then she’d run down the stairs to check the mail. 

Amid the junk mail and the three bills had been a cream colored envelope with her name on it in fancy script, and inside, the invitation.

Penny Parker,

Mr. Anthony Stark cordially invites to be his guest to the annual Stark Foundation Dinner on February 10th at 7pm. 

Penny stared at the invitation for a long time, eyes narrowed as she looked over the dress code. Black tie. Fancy. There would be dinner, apparently...the RSVP number at the bottom was probably some secretary. Grabbing her cell from her desk, she dialed Mr. Stark’s number. It rang twice before he picked up. “Hey, kiddo. How’s it going?”

“Mr. Stark...I just got an invitation in the mail.” 

“Oh good. I had those mailed out last week. I hate the mail system...I keep telling Pepper that we should just switch to email, but she insists that people still expect paper invitations.” 

“Mr. Stark?” She cut in, knowing that if she let him ramble about the mail system in the United States, he’d never stop. 

“Yes, Miss Parker?” He was smiling, she could hear it in his voice...for six months he’d been hinting that she could just call him by his first name, but she rarely did. 

“Why am I invited to the Stark Foundation Dinner? Also, what’s the Stark Foundation?”

“The Stark Foundation is a charity organization that I run...well...Pepper runs. She runs everything around here. Anyway, it funds science education for kids around the world.” 

“Oh.”

“And you are invited because it’s not just a charity dinner.” 

“What?”

“I got a call from Rogers...you heard they were all pardoned?”

“Yeah. The Accords were dissolved right?”

“Exactly. Now the Avengers are going to try and get together at this dinner. And I thought you might want to be there. It’ll be some people from the foundation, but also the Avengers. I thought you could come as my intern...but if you want them to know who you are, your identity will be safe. Only members of the team will know.” She hesitated. “You don’t have to decide now.” He assured her.

“No, it’s just...it’s black tie…”

“Yeah, just wear something dressy.”

“I don’t have anything fancy, Mr. Stark.” She muttered, feeling her cheeks heat up even though he couldn’t see her. He was quiet for a moment, then he spoke up again. 

“Don’t worry about that, Pen. I’ll take care of it.”

 

“No, you don’t have to…”

“Too late. Now, is that a yes?”

 

“What?” 

“The invitation. The RSVP. Your schedule is free, so…”

She hesitated for a moment. “I...don’t know.” 

“C’mon, kid. It’s just a dinner. You’ll get to meet the Avengers. And we don’t have to tell them who you are if you don’t want to, but your secret will be safe with them.” 

“He hurt you.” Mr. Stark was quiet, then he took a deep breath, sighing softly.

“They would never give up your secret, Pen. I swear...and even if they did, I would keep your aunt safe...you too. I promise.” She stared down at her desk. “I want you on this team. Not full time, not yet. You need to finish school and maybe grow up first, but you could train with us. Learn the ropes. It wasn’t a test when I offered you a place with the Avengers. You certainly earned it.”

Penny didn’t trust Captain America. She didn’t trust any of the ‘rogue Avengers.’ But she trusted Mr. Stark. So, she agreed. And then, a week later, Pepper picked her up from school and took her to a series of stores on the Upper East Side, and together they’d picked out a deep red dress that Penny was afraid to even ask the price of. A pair of black heels that, thanks to her spider reflexes and balance, she could walk in, also cost way too much money, completed her fancy dinner outfit, the night of the dinner, she let May curl her hair in ringlets, dress her the dress that fit like a glove, and then take pictures and cry a little.

Happy picked her up and drove her to the Tower, and Pepper caught her before she could get past the lobby, pulling her into a private elevator and then onto Mr. Stark’s private floor where she handed her a slim black box. “What’s this, Miss Potts?” She asked.

“Pepper.” The woman corrected, and Penny smiled a little.

“Pepper.”

“Open it and see.” The woman invited. In a sleek black dress, pearls, and ridiculously high heels, Pepper looked every inch the sophisticated, gorgeous CEO. Opening the box, Penny froze as she saw the beautiful dangly diamond and silver earrings, a silver bracelet, and the matching hair clip. Moving to stand beside her, Pepper twisted some of her hair at the back of her head and secured it with the clip, then held up a mirror as Penny placed the earrings in her earlobes. The result, along with the light makeup that May had helped her apply, she looked several years older...and, she almost blushed to admit it, pretty. 

“Beautiful.” Pepper murmured, resting a hand on the shoulder left bare by the single strap dress. The top of the dress was a high enough cut that she felt comfortable, a thick piece of fabric going over one shoulder and connecting to the back. The skirt fell to just above her knees and swished when she walked. Clasping the bracelet around her wrist then tucking a stray piece of hair behind her ear, Pepper smiled down at her with a look just like May’s when she’d taken her picture earlier. It made Penny wonder if that was how her mom would have looked at her. 

Pushing that thought away, Penny followed Pepper into the living room where Mr. Stark waited in a fancy suit, his back to them, phone pressed to his ear. When he finally hung up and pocketed the phone, turning to face them, a strange look passed over his face. A look like Uncle Ben had gotten when she’d gone to her first homecoming...pride. Love. He smiled, nodding down to her. “Alright, Spidergirl. You ready?” 

“I guess…”

His smile was warm. “It’ll be fine. If you want to leave at any point, just take the elevator. Friday will bring you back up here.” 

“Do they know?” She asked, hesitating at the elevator. 

“Not yet. I thought you might want to tell people yourself. Or I can brief them during the party. Right now, they will think you’re one of my interns. There are a couple of people from the Stark foundation...they won’t find out who you are...mostly they’re here to keep things civil.” He smiled a little, letting her know it was a joke. “I thought it would help if it was a neutral location.”

“Plus he loves to throw fancy dinners.” Pepper put in, a smile touching her lips as she brushed a hand against his shoulder. “We’d better go...you don’t want to be late to your own party.” 

Sighing, Mr. Stark draped an arm over Penny’s shoulder, leading her into the elevator and squeezing her arm. “You don’t have to worry. It’s not even really a formal dinner. I just like to make those guys uncomfortable by making them wear a suit.” She smiled a little. “Also, any cocktail that has a spider theme is alcohol-free.” She laughed at that, and he dropped his arm, patting her on the back as the reached the correct floor.

The room was dim, a huge back-lit bar taking up one wall, and sofas took up a corner by the window. All around, people were standing and talking, and she spotted at least three Avengers right off, all chatting with some older people she didn’t recognize...probably from that foundation. Mr. Stark looked down at her for a moment, waiting, and she gave him a nod. She was okay...she’d just...stand. Maybe talk to Colonel Rhodes. He was always really nice to her. Mr. Stark headed over to a group of people she didn’t recognize that must have been from the Stark Foundation. 

Not wanting to block the elevator, she moved into the room, spotting Colonel Rhodes immediately. But he was talking to someone...a tall guy with short black hair. Figuring she’d leave him to it, she started to find a corner to hide in when he caught her eye. 

“Penny.” He smiled at her, and she saw no choice but to approach. The other man looked puzzled, and she realized that Colonel Rhodes would wait for her to introduce herself. 

“Hi, Colonel Rhodes.”

“How many times do I have to tell you, kid? It’s Rhodey.”

She smirked a little. “Hello, Colonel Rhodey.” He rolled his eyes, smiling. 

“Penny, this is Sam Wilson. Sam, Penny.” The younger man reached out a hand to shake, squeezing Penny’s almost carefully, like he was afraid he would hurt her. 

“Nice to meet you, Mr. Wilson.” He shook his head, chuckling.

“Oh no. Mr. Wilson was my father. Also my uncle, my grandfather...my other uncle...call me Sam.” She smiled.

“Nice to meet you, Sam.” 

“Oh, it’s like that then?” Colonel Rhodes asked, incredulous. “I’ve been trying to get this girl to call me Rhodey for weeks!”

“He made a compelling argument.” She told him with a shrug, still smiling. He rolled his eyes, snorting. 

“So, Penny...are you...a member of the Stark Foundation?” Sam asked, obviously trying to puzzle out why a young girl was in the room. And she didn’t know what to say. Mr. Stark had assured her that she could trust these people, but she’d never voluntarily told anyone that she was Spidergirl. Ever. The words sounded unnatural and the results could be terrifying. 

Thankfully, someone else suddenly joined the conversation. “Why did Stark make us wear ties tonight? I mean, shit, this thing is…” Sergeant James Buchanan Barnes, the Winter Soldier, approached the group, his voice trailing off when he saw Penny. “Oh…” 

“You kiss your mother with that mouth, Bucky? I thought all you old people knew not to talk like that around girls. Sergeant Barnes stared down at her, then looked over at Sam, then at Rhodey as if waiting for someone to explain her presence. 

“Talk like what?” And that was her cue to leave. When the others all turned to face Captain America himself, she took a step back, slipping around a couple drinking what she guessed was champagne, and hurried to the other side of the room, hoping to find another friendly face. She caught sight of Mr. Stark and Pepper talking to Vision, but to get to them, she’d have to pass someone was pretty sure was Wanda Maximoff who was talking to...Clint Barton? And some person that must have been from the foundation. She figured the actual dinner would start in less than an hour, so she just had to hide from everyone until then.

Moving over to the bar, she climbed up on a stool, heels resting on the ledge going around the bottom of the bar. The bartender, a woman she vaguely recognized but didn’t know the name of, came over. She was dressed in a figure-hugging dark blue dress, tendrils of hair escaping a bun at the back of her head. “What can I get you?” She asked, hands on the bar as she leaned in to face Penny. 

“Oh. Um…” She glanced down at the menu, then had to bite back a laugh at the names. “Can I get a web-slinging spider sangria?”

“Sure thing.” The woman grabbed bottles and started mixing a drink. He’d promised that everything with ‘spider’ in the name was safe for her...besides, she doubted the woman would give her anything alcoholic. “Here you go.” 

“Thanks.” She sipped the drink that, she realized at the last minute, was in a glass with a spider etched into the glass. Then the woman had moved to the other side of the bar and was talking to a man...Doctor Banner. Ducking her head and taking a drink of her delicious pink drink, she looked over the menu once more. Most of the drinks had Avenger’s themed names, and she was wondering what was in ‘Thor’s Hammer’ when someone took the barstool beside her. 

“See anything you like?” The man was older...probably Mr. Stark’s age, and she didn’t recognize him, so she figured he wasn’t an Avenger. 

“I’m, uh...I’m fine.” She shook her head. 

“I’m Ron.” He held out a hand that she felt obliged to shake, eyes shooting out to the room. No one was watching. 

“Penny.” She introduced reluctantly.

“Pretty Penny.” He smiled and she flushed uncomfortably. “So, what do you do around here?” He asked, leaning in.

“I, um...I’m one of Mr. Stark’s interns.”

“Oh...she’s smart and pretty.” She forced the smile, teeth clenched, shoulders stiff. 

“Um...thanks.” She muttered, hating herself but not knowing what else to stay. 

“So, what do the infamous Stark Interns do? I always wondered…get coffee? File papers? Build superhero suits?” She shook her head.

“I just...held with basic stuff in the lab.” She lied. He hummed, leaning even closer, and he was too close. She looked over at the bar but the bartender was talking to that man still. Slipping off the barstool, she took a step back. “I’d better go...excuse me.” His smile vanished and as she moved toward the elevator, she could feel him following her. She couldn’t exactly make a scene, not in the middle of Mr. Stark’s party. 

“Hey.” He caught up with her as she entered the hallway where the elevator waited for her. “That wasn’t very nice.” He grabbed her wrist, pulling hard, and she wondered how much he’d already had to drink. “I was being nice.” She started to pull away but then he shoved her against the wall, her head smacking the drywall. Blinking hard and catching herself by grabbing the wall with her free hand, she looked around the room behind him, both wishing that someone would see and hoping that no one would know the situation she’d gotten herself into. 

“Let me go.” She ordered, putting steel into her voice. 

“I was being nice, and you just walked away?” She yanked her arm out of his grip easily, figuring that that would bruise at some point soon. 

“Leave me alone.” She wasn’t expecting the hand to fly back, smacking her across the cheek. It didn’t hurt much...just stung a little. Stumbling back, she stared up at him wide eyed, fighting the urge to punch him in the nose. She knew if Mr. Stark caught him, he’d punch him in the nose himself, but the last thing she needed was to involve him...pull him away from his own party. She wasn’t a child. She could handle herself!

“Look, you little bitch,” he started, stepping forward, grabbing her wrist again, when a hand landed on his shoulder, squeezing hard enough that the man grimaced, knees buckling as he tried to pull away. Penny’s eyes followed the hand all the way up to the face of Captain America. 

“Unhand her. Now.” He ordered, squeezing harder, and the man made a noise like a kicked dog, gasping. 

“We were just talking…” Ron tried, then released her wrist when Steve Rogers squeezed even harder.

At first, Penny wanted to be upset. She could handle herself...she didn’t need Captain America swooping in to save her like some damsel in distress. But then he looked over at her, not letting go of the man’s shoulder. His eyes were worried...not condescending, but earnest. “Miss, are you okay?” He asked. 

“I’m fine.” She assured him, tucking her hair back into place. 

The captain nodded, turning back to the man. “Get out.” He told him simply, and apparently, the man didn’t have the courage to argue with Captain America regardless of how drunk he was as he was manhandled into the elevator. “FRIDAY, take him to the lobby. Have security escort him out of the building. Send his information to Stark.” 

Penny watched the elevator doors shut, Ron disappearing, and then she was alone with Captain America. “I’m so sorry...that man won’t be allowed back in the building. Are you sure you’re okay?”

“I’m fine. Really.” She waved him off. Then he held out a hand. 

“Steve Rogers.” Penny took it, pleased when his eyes widened in surprise at her grip.

“Penny Parker.” Captain America had just saved her from some old guy at a party. She couldn’t stand to have him looking at her like a poor little girl that needed saving...and Mr. Stark had assured her that she could trust him with her secret. Looking into his eyes, she decided he was right...surely this man with the earnest, kind eyes and the gentle grip wouldn’t put her secret in jeopardy. “We’ve actually met, Captain.” He frowned, eyes narrow as he tried to place her. “I stole your shield.” He dropped her hand, mouth dropping, and she gave a sheepish smile. “Sorry about that, by the way.”

“Spidergirl.” He took a deep breath. “You’re Spidergirl.”

“Yeah.”

“I slammed my shield into your face.”

“Yeah...that hurt.” He stared at her, aghast. “Also, you dropped a loading bridge on me. That part wasn’t too bad.” She didn’t know where she got the courage to joke around with Captain America. For a long time, he just stared at her in mute horror. 

“How old are you.”

“Fifteen now.”

Suddenly his jaw clenched. “Stark recruited a fourteen-year-old girl and dragged her into his fight…”. He shook his head, about to head into the room, probably to talk to Mr. Stark, but she grabbed his wrist, worry for her mentor as anger with the man who’d betrayed him rising.

“Mr. Stark didn’t drag me into anything.” She hissed, and he stared down from her hand holding his wrist up to her face. “I was Spidergirl long before Mr. Stark came along, and he’s done nothing but help me. Don't you dare blame him for anything I did.” He stared down at her, mouth open. 

The fury left as soon as it came, and she dropped his hand, frustrated and tired. “I shouldn’t have come.” She said simply, pushing past him and climbing into the elevator. Without prompting, FRIDAY took her to Mr. Stark’s floor. Stepping into the empty living room, she ran a hand down her face, sighing and moving over to the kitchen counter. 

It wasn’t a minute later that the elevator opened behind her, and she turned to find Captain America standing in front of her. 

She stared at him. He’d come after her...why? Surely he didn’t think a fifteen-year-old belonged on his team. He’d had to save her from some random old guy..like she was a child. “Penny?” He asked, joining her at the counter and standing across from her in Mr. Stark’s kitchen. She waited. “I didn’t mean to imply that you were incapable...I've seen what you can do. It’s impressive. I was just...surprised.” He sighed, running a hand through his hair. “If Tony thinks you belong on this team, and after what I’ve seen you do, I’m inclined to agree with him, then you belong on this team.” He held out a hand, smiling sheepishly...earnestly. He had kind blue eyes and a careful smile. Mr. Stark had urged her to trust him...how could she be on his team if she didn’t trust him. And standing there, in Stark Tower which was full of Avengers, she wanted on his team. “Let’s try this again. I’m Steve Rogers. Captain America.”

She took his hand. “Penny Parker. Spidergirl.” Shaking his hand, she smiled, hoping she wasn’t making a big mistake.


	9. Bedridden

**Bedridden**

Penny curled herself into a ball under the covers in the strange room, shivering miserably and trying not to cry. She was too big to cry...her nanny had told her so. She'd also told her that her new daddy was a very busy man, and that her mommy wasn't coming back, and all sorts of other terrible things that usually made her cry. After her mom had died a few weeks ago, her dad, who she'd never really talked to before, had come to pick her up from the hospital...he hadn't actually looked at her. Or spoken to her. Just talked quietly with some lady, then another lady who would be her nanny had come forward and had grabbed her hand, pulling her along.

Her nanny's name was Miss Lucy and she worked for her daddy, who she didn't dare to call that because he was so tall and quiet and scary...and apparently, sometimes he wore a metal outfit and flew around and beat up bad guys. And sometimes her new daddy's friend Miss Pepper was there, and she was nice but usually busy, and Mr. Happy was around sometimes too but he never talked to her. Her favorite was Mr. Rhodey who had knelt down when he'd met her for the first time, smiling and tugging on her hair to make her laugh, and handing her a teddy bear that she clutched to her chest now.

Coughing into her pillow and trying to keep quiet, she felt a tear drip down her cheek and wiped it angrily. Six was too big to cry. She'd be going to real school this year and she knew her daddy was really, really smart and her mommy had always told her that she was really, really smart too, so maybe her daddy would talk to her if she could show him how smart she was. Shivering and scooting down so that she was completely under the blanket, she squeezed the teddy bear she'd named Cuddles as hard as she could, swallowing and coughing when that hurt.

She wanted her mom. She wanted her more than anything in the whole world. If she could have her mommy back, she thought, she would do anything. She'd always clean her room and put her toys away and eat her vegetables. It's how she'd been since coming to live in this huge tower in the middle of the city where she could never go outside and play or run or make noise...she ate whatever Miss Lucy gave her and kept her clothes hung up even though it was hard to reach to hang them up and she made her bed as best she could and listened to Miss Lucy. Miss Lucy had told her that her daddy would be angry if she didn't, and she was afraid of making him angry.

She'd told Miss Lucy that she wasn't feeling good, her voice sheepish as she'd pushed away her dinner, and the woman had looked up from her phone and given her a displeased look. "If you don't eat your food, I'll have to tell your father. Do you want your father to be angry, Penelope?" Miss Lucy always called her Penelope even though no one ever called her that before coming to live with her new daddy. Penny had shaken her head and had forced herself to eat the food. Then, as quietly as possible, she'd thrown up in the bathroom and cried, then washed her face and gone back into her bedroom to keep coloring while Miss Lucy had sat in a rocking chair, reading a book.

Her door opened. Closing her eyes and curling up even tighter, wiping her eyes and trying to pretend to be asleep, she stayed as still as possible. "JARVIS?" An almost unfamiliar voice asked. She knew that JARVIS was a robot in the house...she wasn't supposed to play with it according to Miss Lucy.

The voice came from the ceiling then. "Penelope is running a fever of 101.9. She has been feeling sick for 6 hours." Her daddy said a word she hadn't heard before, then she heard him walking closer, a hand on her head over the covers making her jump and shrink away. The hand pulled away for a second, then pulled the covers down around her neck, the rush of cool air surprisingly nice against her face. Still, she kept her face hidden in the pillow.

"Hey, hey…" He murmured, the hand on her hair as he combed it back with his fingers. "It's okay, Penelope." The name just made her cry harder. Her mommy had only called her that when she was upset. "Why didn't you tell Miss Lucy you weren't feeling well?"

"She said you'd be angry." She sobbed, and he went quiet behind her. Then he turned her over so that she was on her back, but she kept her eyes shut tight, not wanting to see how mad he was. "I'm sorry." She begged. "I'm sorry...I didn't mean to get sick."

He shushed her, moving the back of his hand to press against her forehead. "I'm not angry, kiddo. You don't have to be sorry." He murmured. "Can you tell me what hurts?"

"My throat." She whispered, eyes still shut. "And my stomach."

"Like you need to throw up?" She shook her head.

"I did earlier. I didn't make a mess though, I promise." She told him, tears slipping from her eyes. Then, cracking her eyes open, she looked up at him. He was kneeling beside her, lips pressed tightly together as he looked around her immaculate room. Was he looking for something wrong?

"JARVIS?" He asked.

"It seems as if Penelope has the flu. I would recommend bed rest, plenty of fluids, and a fever reducer."

"Okay." He stood, and she lowered her eyes, staring at the blanket in the dim light from her open door. "I'll be right back." He told her, leaving for about three minutes before returning with a bottle. Sitting on the bed beside her, he brushed some hair back and put a hand on her shoulder. "Sit up for a second, kiddo." He put a hand behind her back, stacking two pillows behind her so that she could sit up, then handed her a small cup of red liquid. "Drink up." He urged, and she did, even though it was gross. She must have made a face, though, because he chuckled a little. "I know, it's gross. I still haven't been able to find medicine that actually tastes like cherries."

She dropped her head against the pillows, yawning, and he moved more hair from her face. "You've got some long hair, huh? You want to get it cut?" She lowered her eyes.

"Okay." She murmured. He was quiet, and then he leaned forward.

"We don't have to. Here." He turned to her nightstand, looking around for a second, then grabbed a little green hair tie, carefully combing his fingers through her hair, then pulling it back into a ponytail and clumsily securing it with the tie. "Better." She just nodded. He sighed, and she wondered if she was making him angry. "Hey, you said you told Miss Lucy that you weren't feeling good...and she said it would make me angry?"

"She said if I didn't eat my food you'd be mad. It's one of the rules...I'm supposed to eat my food."

He nodded, serious. "And if you break the rules?"

"You'll get angry." He hummed, not sounding too pleased.

"What are the other rules?" She gave him a confused frown...didn't he know? This was his house, right? Still, he waited, and she was afraid of what he would do if she didn't answer.

"I'm supposed to keep my room clean and be quiet."

"Be quiet?" She nodded. "JARVIS?" He asked. She still wasn't used to the voice in the ceiling...but he was nice.

"Lucy has told Penelope that you will be angry if she makes noise, does not clean her room, or does not eat her food without complaining."

"RIght." He muttered. "And what kind of things do you guys to?" He wondered, turning back to her. He was sitting beside her on the bed, elbow propped on the headboard. She glanced up at him.

"I do the workbooks and color and watch TV...sometimes I look at books. She doesn't care as long as I'm quiet and stay in my room." That was about it...had she forgotten anything? Coughing and closing her eyes, she tried to remember.

"Alright, kiddo. Get some sleep. It's getting late." He murmured, hand on her forehead for just a second before withdrawing. To her surprise, though, he didn't get up. Instead, he stayed by her side until she fell asleep, the gentle glow from his cell phone lighting up the room. She thought she heard him talking at some point, voice soft and angry, but she might have been wrong. It might have been a dream.

In the morning when she opened her eyes, she was alone, and she still felt awful. Coughing and hiding her face in her pillow, she tried not to cry...she was too old to cry. But she was only alone for a few minutes before the door was opening and her new daddy was there, sitting on her bed and checking her forehead. He handed her another tiny cup of medicine that she took dutifully, and then he shifted so he was looking down at her fully. "Alright, kiddo...think you're up for a talk before breakfast?" She blinked and rubbed her eyes, not sure why he was asking her. He could do whatever he wanted. This wasn't her mommy...this wasn't the woman that had played with her and loved her and held her...this was her daddy, who had barely spoken to her and who would get angry with her if she didn't follow the rules. Still, she nodded. "Here." He handed her a glass of orange juice and she drank, letting him take it back when she was finished.

"Okay." He pressed his lips together, then sighed. "I'm...I'm not very good at this." He admitted. "I didn't...your mom never told me about you. I guess because she didn't think I'd make a very good dad. And I was afraid that I wouldn't be a good dad, so I hired Miss Lucy because I thought she could help me take care of you, do you understand?" She nodded.

"You're really busy and I'd get in the way." She parroted Miss Lucy, but he shook his head, looking sad and hurt.

"No...you wouldn't get in the way. You're...you're my daughter. You're not in the way. Ever. Okay?" She wasn't sure what he was saying. "Miss Lucy was wrong. I didn't know she was telling you those things...she wasn't...she wasn't a very good nanny so she's not going to come back. You don't have to follow those rules here...this is your home. And I know it's strange and new, but you don't have to be afraid of me. I'm not ever going to hurt you." Penny wasn't sure what to think. She'd never heard of an adult being bad at their job.

"Even if you get angry?" He shook his head solemnly.

"Even if I get angry, I won't ever hurt you." He promised. "And I might not be very good at this...I mean, I've never been anyone's dad before. But I'm going to do my best. Okay?"

"Yes, sir." She murmured.

Her new daddy shook his head. "You don't have to call me 'sir.'" He told her, a hand on the top of her head. "That's what my dad made me call him, and he was never very nice. What did you call your mother?"

"Mommy."

"Okay. My names Tony, but you can call me whatever you want. Dad, daddy…". He trailed off a little uncomfortably.

"My name is Penelope, but everyone always called me 'Penny.' He smiled then, shifting so that he was closer, an arm draping over her shoulder and pulling her to his side.

"Okay. JARVIS, you got that?"

"Yes, sir." The robot answered.

"Um...dad?" She asked, the word awkward in her mouth at first. He looked down at her, patient and calm...not like a man who would be angry with her for making noise. "Who is JARVIS?"

"Miss Lucy didn't tell you?" He asked, obviously surprised.

"She said he was a robot that I wasn't supposed to play with."

He shook his head. "JARVIS is an AI. Artificial intelligence. He's like a computer person that lives in the building. He can look things up and he runs the building. Like...hey, JARVIS, turn the lights up." He ordered, and slowly, the lights began to get brighter. "Now...make an elephant noise." The sound of an elephant trumpeting filled the room and she jumped with a surprised giggle, looking up at him wide-eyed.

"Can he do anything!?"

Her dad chuckled. "Just about. So if you ever need anything and I'm not around, just ask him. He can always get me. And you can play with him whenever you want. Right, J?"

"Of course, sir. Penny, I would be happy to play with you." She smiled up at the ceiling where the voice had come from, then scooted closer to her dad's side, resting her head on his shoulder, and she felt him press a kiss to the top of her head. Just like Mommy.

"I'm going to do my best, Penny." He murmured. "We're going to figure this out." She wasn't sure exactly what he meant, but she was happy to curl up against his side and rest, and he seemed happy to let her.


	10. Drugged

**Notes for the Chapter:**

> This fulfills the Whumptober prompt AND a prompt from the lovely camelot1995: "I was wondering if maybe you would write a one-shot or something with Penny and Ned at a party and someone slips something into Penny's drink. And Tony has to come save her before it gets physical or she gets kidnaped or something. I really love Penny and Tony's father/daughter relationship and I'd love to see more."
> 
> Yes I will and here it is! I hope you like it!

**Drugged**

The party had been Ned's idea. Well...it had been Flash's idea, but Ned had been sure that this was their opportunity to finally redeem themselves in the eyes of the popular crowd after she'd skipped out on Homecoming and Liz's party and...well, decided to be total losers in high school. Surprisingly, being members of Academic Decathlon, playing with Legos, talking about video games, and having a semi-complicated secret handshake had not yet made them popular. Not that Penny minded too much. It wasn't the eighties. Sure, they were nerds, but they went to an exclusive high school full of other smart people and no one had ever tried to stuff them into a locker or beat them up or anything. But it was still kind of disheartening to have people laugh at them in the halls. So she had agreed to go to the party. Reluctantly.

She'd been at the lab when she'd told Mr. Stark that she wouldn't be able to make it the next week. He had looked up at her in surprise, the nanotech prototype dropping onto the table. "What?" He had asked, jaw dropping. "Don't tell me you have something more important going on than working in the lab? With me...Tony Stark?" He had placed a hand over his chest, and she'd rolled her eyes, making him laugh. "So what's going on? Hot date?" He'd waggled his eyebrows and her cheeks had heated up.

"No." She had snapped. "Ned wants to go to some party...he asked me to go with him."

"As his date?" Mr. Stark had asked suggestively.

"No!" Mr. Stark had laughed then, reaching out to ruffle her hair. She'd dodged, waving him off and going back to working on her webshooter in sullen, embarrassed silence.

"Alright, alright. I'm sorry." He'd sat down on the stool beside her. "Hey." She'd glanced over, still blushing. "I'm just teasing, Pen. Who's party is it?"

"Um...Flash told us about it. I think it's a friend of his or something." He'd gotten serious then.

"You mean...the Flash that is a total jackass that you won't let me go after in the Iron Man armor?"

"The very one." She'd agreed. "He hasn't been so bad lately. Besides, it isn't his party. The whole decathlon team is going."

"Hm. Where is it?" He had wondered, and she'd given him a suspicious glance. "What? You're my intern. I like to know where my interns are when they're blowing me off."

"I'm not blowing you off! And how many interns do you have?"

"Not important. Where's the party?"

"Um...Brooklyn, I think. Ned's mom is going to drop us off."

"Who's going to pick you up."

"We're going to take the subway together since it might be late...I'm sleeping at his place."

"And does May know?"

"Nope. And she isn't going to be at all suspicious when I don't come home that night...or the next day." He had given her a look. "Of course she knows. What's wrong, Mr. Stark?"

"Nothing, kiddo. Just...if you need anything, call me, okay? I'll be there if you need me." She had nodded, but then he'd grabbed her shoulder, turning her a little to look straight at him. "Pen, I mean it. Anything. You guys drink too much or someone's bugging you...call me. I'll come get you...we won't even have to tell May if you don't want. Okay?" Meeting his serious gaze, she'd nodded.

"Okay. I promise."

The day of the party, when she'd been on her way to the house with Mrs. Leeds and Ned, she received a text from her mentor. "Hey, kid. Have fun at the party. Text me if you need me."

"I will. Thank you." She texted back, then tucked her phone into her purse. She was wearing a dress for once, one that May had helped her pick out. Ned was wearing his fancy hat, and the two of them climbed out of the car and headed straight into the house where the bass from the music was already booming.

People filled the room, some dancing and some making out in corners. Everyone seemed to have a red plastic cup in their hands, and Penny made a mental note not to have any. Sure, May hadn't explicitly told her not to drink, and she wasn't even sure if she could get drunk, but she still didn't think it was a great idea. She wasn't super interested in alcohol, nor did she think Mr. Stark would approve. So she vowed to stick to soda.

MJ spotted them right off, waving from the other side of the room, and they joined her, Penny taking a cup of sprite that MJ handed her. They talked for a little while, ignoring Flash who bounced up, then disappeared with some older guys. Penny recognized a few people from school, but there were also a lot of older people too...like, college age. Penny and Ned were juniors now, even though Mr. Stark had told her that she could probably go straight to college...or just work for him, but Penny knew that May would never approve.

After a few minutes of chatting with MJ and Ned, Ned wandered off to talk to some girl that had caught his eye...they were in Spanish together, apparently, and Penny wished him luck. Then MJ started talking to a senior girl from the decathlon team, so Penny was kind of left on her own. Taking a seat on the sofa, Penny pulled out her phone and pulled up a message from Mr. Stark. "Hey kiddo. How's the party?" She wondered if he was worried. He'd been acting weird ever since she'd told him about the party.

"It's fine. Kind of boring." She texted back.

"Texting your boyfriend?" Glancing up from her phone, she smiled a little at the guy leaning over the back of the sofa beside her.

"Oh, no." She laughed a little. "Just...my boss."

"Your boss?" He lifted his eyebrows, apparently impressed. "Where do you work?"

"It's an internship." She clarified, not sure if she could talk about it. "Through my school...Midtown."

"Damn...you got to that genius school, huh?" He moved around the side of the sofa, taking a seat and leaning back to look at her.

"I, uh...I guess." She shrugged, blushing a little. He leaned forward, elbow on his knee. "It's a good school...where do you go?"

He waved her off. "Nowhere fancy. Just a regular school. So where's your internship?"

"Stark Industries." There was no use lying...people at her school already knew.

"Holy shit…" He whistled. "I didn't know Stark even had interns."

"I'm not really...his intern. I just...work in the regular labs and clean stuff...file papers…". She trailed off, hoping she hadn't said too much.

"You ever met him?" The boy wondered.

"No...not really. I did see him once...from across a room." She lied. He chuckled.

"That's pretty cool. I'm Mason, by the way." He held out a hand, clasping hers when she took it. Instead of shaking her hand, he just squeezed it.

"Penny." She introduced herself.

"It's really nice to meet you, Penny." He squeezed her hand one more time before letting go, his thumb rubbing over the top of her hand. "You live around here?"

"Not really...I'm from Queens. You?"

"Brooklyn, born and raised." He told her. Then he started asking her questions about her own life and she gave him some pretty basic answers, knowing that no matter how nice he seemed, it was dangerous to tell some strange too much. When he took a break to go get her some punch, MJ came over, sitting beside her.

"Hey...who's that?"

"Mason," Penny told her friend, blushing. Michelle lifted her eyebrows.

"Yeah? You okay?"

"Definitely. He's really nice and smart and…" She trailed off, aware that she sounded dumb...but her heart was light and heavy at the same time and he was so handsome...never before had a nice, handsome boy shown an interest in her like this.

"Alright. I think we'll probably stay another hour or so, then we'd better head back." MJ told her. "I'm gonna head out back and get some air. Call if you need me." Penny assured her she would, then grinned up at Mason when he returned, taking the drink he handed her. Sniffing it carefully, she glanced up at him.

"Don't worry, Penny," Mason assured her with a chuckle, sitting back down beside her. "It's coke...I didn't really figure you for a drinker. That okay?"

"Yeah...thank you." She downed the drink, surprised at how thirsty she was, then accepted when he grabbed her a second a few minutes later. As they talked, he watched her closely, always smiling, his deep brown eyes calm and sweet, and she...was kind of tired. Yawning a little, she excused herself.

"You need some more caffeine." He suggested, then brought her another drink that she downed, hoping the caffeine in the soda would keep her awake for the subway ride home.

But she wasn't any more awake. In fact...she was really tired. And dizzy. Was she sick? She started to fall sideways, but he caught her, gentle hands on her shoulders. "Hey...you okay?" He asked.

"Yeah...yeah, I'm...yeah." She murmured, feeling alarm in some part of her brain. Spidey senses...something was wrong. She needed to go...needed help. He got a hand around her waist.

"Come on...let's get you somewhere quiet so you can lay down."

"No." She shook her head. She didn't want to do that. Didn't want to go with him somewhere quiet. But he was leading her down the hallway, and she stuck her hand down into her purse, gripping her phone. "Bathroom...I need to use the bathroom." She insisted, and he hesitated, eyes darting around the room. "Bathroom." She said it again, louder, so after a second, he led her to a door.

"I'll wait out here. You sure you're okay?" She nodded, feeling like such an idiot. There was something in her drink...and she must have had a lot. Shutting the bathroom door behind her, she dialed Mr. Stark. He answered on the first ring.

"Hey, Pen. How's the…"

"Help. Help…" She slurred, speaking softly so Mason wouldn't hear. She was crying...she couldn't believe she'd been so stupid.

"I'm on my way. Are you drunk?" He asked, and she had to hand it to him, there was no judgment in his voice.

"No…" She sniffed, wiping her eyes clumsily and sliding against the wall until she was sitting on the floor. "No...he said it was coke. I thought...I thought he liked me." She admitted, breaking into a sob.

"Okay. It's going to be okay, sweetheart. I'm coming. Where are your friends?" She closed her eyes, not sure how to reopen them.

"Something...in the drinks...I can't…"

"I'm coming. Penny, stay on the phone! Come on, honey, stay awake!"

"Penny?" A hand went around her shoulders and was lifting her up. Mason...not Mr. Stark. Mr. Stark was on the phone...where was her phone.

"My phone?" She asked.

"Don't worry about it." Mason soothed, carrying her into another room...it was dark. He put her on the bed and the door shut behind them. She was crying, but it was getting harder and harder to move.

"No...please don't. Please." She begged, feeling someone climb on top of her. Turning her head, she sobbed when his lips touched her neck. "Stop...stop…" She couldn't yell. Couldn't push him off. She was supposed to be strong!

"Oh, come on…" He murmured, hands moving over her body...and it was hard to breathe. She gasped, trying to move underneath him. "There you go...come on…" He unzipped the back of her dress, lifting her up. "It's okay." He murmured, lips next to her ear, and then he was reaching up under her skirt. "It's okay…"

"No...no...I don't want to…" She was supposed to be strong...supposed to be a superhero...she knew that if she fell asleep...she...was...just so...tired.

The weight was suddenly removed from on top of her, and there was a crash...and a scream. "I will fucking kill you! Do you understand me?" That voice...she knew that voice. But she couldn't open her eyes.

"Penny?" Something was wrapped around her, fingers against her throat. "Weak pulse...Tony, we've got to get her back to the tower! She's having trouble breathing."

"Is she conscious?"

"We need to get her to Bruce, now." The person closest to her...Colonel Rhodes, urged. She knew Colonel Rhodes...she didn't have to be afraid of him. And Tony was Mr. Stark. Sure she was safe, she didn't try to fight when someone scooped her up. She wondered who Bruce was, but couldn't make herself ask.

Someone scooped her up in their arms and they were hurrying through a loud room, lights too bright. She hid her face in the person's shoulder, trying to block it all out. A hand came up to her back and rubbed gently, then cupped the back of her head as she was eased into a car.

The person sat beside her, holding her up and wrapping an arm around her while she struggled to breathe. "Bruce? I need your help. I've got a girl, enhanced, was given large amounts of what I think was GHB. She's having trouble breathing, minimally conscious, nonresponsive….". There was a pause. "Kind of like Cap." Mr. Stark. Her brain was straightening itself out, and that was Mr. Stark.

She tried to say his name, but all that came out was a weak moan. "Hey, its okay. You're safe." He assured her, letting her rest her head on his shoulder. "I'm here, honey. It's okay." Sleepy and too weak to respond, she just rested on him, and then let him carry her into a room and someone else spoke…a booming, surprisingly deep voice.

"Stark? Who is this child?"

"Bruce!" Mr. Stark yelled, eventually setting her onto a bed and apparently ignoring the first voice.

"Alright, let me draw some blood...see what we're working with. I'm going to put her on oxygen…". She tried to open her eyes and succeeded, finding herself on a bed surrounded by people. Mr. Stark. Bruce Banner. And in the corner, she was pretty sure she was hallucinating Thor...closing her eyes again, she decided that sleep sounded like a better idea.

When she woke, it was to silence, which was strange because Queens wasn't usually a quiet place. It was loud and chaotic and full of crying babies and barking dogs and angry old people yelling. So silence...that was unnerving.

She sat up in bed, yawning and wondering what was going on. Hadn't she gone to a party...then, as if the word 'party' was a switch that had been thrown, she remembered. Not all of it. But flashes. A boy she'd been interested in talking to her. Feeling weird...calling Mr. Stark. And maybe something about Thor? Wait...Thor was in space or at his home or something, right? They hadn't met, anyway.

"Good afternoon, Penny."

"Hi FRIDAY." She threw a wave at the ceiling. She was in her bedroom at the tower...so Mr. Stark has picked her up? Throwing her legs over the side of the bed, she saw the jeans and t-shirt folded neatly on the nightstand beside her phone that was lit up, letting her know that she had lots of missed texts.

"I have alerted Tony that you are awake. If you would like to get dressed, he says that breakfast is ready for you in the kitchen."

Grabbing the clothes, she changed out of the pajamas that someone had dressed her in and washed her face. Frowning at herself in the mirror, she stared at the bruises peeking out from her t-shirt that covered her collarbone. No...not bruises...she felt her stomach turn and she gripped the sink, gasping and trying not to remember. Someone kissing her…sucking on her skin. Hard. On top of her.

Knees buckling, she slid to the floor, not taking any notice of FRIDAY's attempts to talk to her until there was a knock on the door. Head on her knees, she gasped for air, the memories coming in flashes...she didn't want them.

Someone sat beside her on the floor, a hand on her back. "Deep breaths." Mr. Stark urged, rubbing slow circles. "Come on. It's okay. Just breathe for now." She tried to tell him she was breathing when she realized that she'd been gasping for air...desperately sucking in oxygen until she was dizzy. "Hold your breath." He ordered, and she always did as he ordered. "Good. Let it out." She did. "Perfect. You're doing great, Pen."

The world stopped spinning and fading out at the edges and she looked up to find Mr. Stark on the cold floor beside her. "What did he do?" She asked before he could speak again. "What did he do to me?"

Mr. Stark was calm. Quiet. His lack of reaction comforted her. Pity would just make her feel worse, and worry would scare her. "He started to take your dress off, and he was giving you those bruises when I pulled him off." Mr. Stark gestured to her neck. "That's as far as it went." She nodded, shuddering and leaning her head against the sink.

"Aunt May?"

"Knows I picked you up. That's all."

"Ned and MJ?" She asked.

"I texted them last night to let them know I was taking you to get help."

"What happened?" He hesitated. "After you got there?"

Mr. Stark nodded but stood before answering, holding out a hand that she took, and he led her to her bed where she sat curled up by her pillows while he sat in the middle. "You called. I got there about ten minutes later. I pulled him off of you...I also had him arrested." She just nodded, not sure how to process that. "You were having trouble breathing so I brought you back here and Bruce put you on oxygen and had you on fluids for about an hour until your body managed to burn through all that shit that asshole gave you."

"Bruce?"

"Bruce Banner." She blinked at him. "He showed up about a week ago…I was going to introduce you when you came to the lab next. Thor too."

"I didn't dream that?" He chuckled.

"Nope. Thor was very concerned. Apparently, he takes about as kindly to men drugging and assaulting women as I do because I had to stop him from going after that asshole...I'm still not sure he won't."

Thor was very concerned. About her. Thor was on Earth and she was going to get to meet him. And Bruce Banner. And she'd nearly been raped at a party. These things swirled around her mind as she tried to figure out her emotions. Shame. Embarrassment. Those were the worst.

But before she could continue worrying about that, Mr. Stark put a hand on her knee. "It wasn't your fault." He told her softly. She shook her head.

"It was. I was so stupid...I just...I thought…". Her cheeks heated up and she wiped her eyes. "I should have known better." Her mentor scooted forward, reaching out and wrapping his arms around her. "I'm sorry."

"Nothing about this was your fault." He assured her, his chin resting on her head. "Nothing." He ran a hand through her hair, then pulled away a little. "Going forward, never accept a drink from anyone at a party. Not unless they are your friends, like Ned or MJ. Unless you see the drink being made, don't drink it." She nodded. "But you not knowing that does not mean this was your fault. You didn't do anything wrong. He is at fault and you'd better believe he's going to pay for this."

She dropped her eyes, nodding. "Thank you."

"Of course, kiddo." He squeezed her shoulder, careful of the bruises he must have known were under her shirt. "Are you okay?" She started to lie, to brush it off and shove it down...but the thought of doing that made her want to throw up. Instead, she shook her head. She was scared. And ashamed. Sick. He must have seen all of that in her eyes because he moved over to sit beside her, pulling her into his arms once more. For a while, they just sat. Silence. It was comfortable and safe and she relaxed a little beside him. "I think I know something that might make you feel better." She heard the smile in his voice and felt her own lips tugging upwards.

"Yeah?"

"Oh yeah. There's a certain Asgardian and a world-famous scientist who also happens to turn into a giant green rage monster who would like to meet you." Perking up, she turned to look at him.

"Really! I can meet them?"

"Of course you can. Come on. I ordered breakfast, and after you eat, I want to introduce them to the newest member of the team."

It wouldn't fix everything. It wouldn't erase those awful memories, and she still had to figure out what to say to her friends...and to May. But for the moment, Penny was happy to be meeting two of her idols, so she followed Mr. Stark into the kitchen to eat the no doubt fancy breakfast he'd ordered, ready to try and forget.


	11. Hostage

**Hostage**

Penny was cold. And hungry. And just a little scared. Scratch that. She was scared. Properly scared. Terrified. The cell walls felt like they were closing around her and Mr. Stark...Mr. Stark couldn't save her this time. Not here...not from this. Taking a deep breath, she brought her feet up on the bench, head resting on her knees, eyes closing as she shivered. In the cell across from her, Captain Steve Rogers sat in his own cell, eyes never leaving her.

They grabbed her on her way home from the tower after her internship. Happy always drove her home...usually. But this time, she walked. It wasn't even far...she didn't have her suit on her, as Mr. Stark was repairing it after a minor stabbing incident, and had warned her that she was absolutely not under any circumstances to go out without it. And that meant no patrolling in her old suit. And no patrolling without a suit at all. He'd been very clear about all the things she was not allowed to do. "In fact," he'd told her, "just go home and stay there until I have Happy pick you up." Rolling her eyes, she'd dodged the towel he'd chucked at her. "You sure you're okay to walk home, Pen?" He'd called, turning away from his work.

"I'll be fine. I walk home from school all the time." She had reminded him.

"I really don't mind driving you."

"Miss Potts said you had to leave for a meeting in ten minutes...that was five minutes ago."

"I can drop you off on your way." He'd offered, voice enticing her to take him up on his offer.

"Mr. Stark...aren't you taking the jet?" He'd rolled his eyes.

"Details."

"I'll be fine." She'd promised, and Mr. Stark had hopped up, a hand dropping onto her shoulder.

"Alright. Just...be careful, Pen. Okay? I'll be back tomorrow morning and I'll have your suit ready for you by noon. Also, what are we not going to do until we have our suit back?"

She'd rolled her eyes. "Patrol." She'd grumbled, and he'd squeezed her shoulder.

"Exactly. Do you need money for the subway or a cab or anything?" He'd asked, pulling out his wallet and holding out a crip $100 bill.

"How much do you think a cab costs?" She had muttered, and he'd pushed the money into her hand.

"No idea. You need more?"

"No! I don't need this! Mr. Stark…" He'd waved her off.

"It's nothing, Pen. I'll see you tomorrow afternoon." And with that, she'd left the Tower, heading down the sidewalk to the subway. Popping her earbuds in, she had ridden the subway all the way down to Queens where she'd hurried up the stairs back to the street, and that's where the van had pulled up beside her.

The needle had gone straight into her neck, and she'd stumbled forward, gasping when someone had grabbed her. It wasn't strong enough to knock her out, not totally, but the man had been hauling her into the van and she'd been shocked and dizzy and weak from the drugs coursing through her bloodstream. And then she'd been in the back of a van, five soldiers surrounding her with guns. Blinking and staring at the soldiers, her heart had raced, hands shaking.

"What…" She'd asked, shrinking back at the gun that had been shoved into her face. But one of them had whipped her in the face with his gun, making her cry out and knock her head on the wall of the van.

"Shut up." The soldier had ordered. So she had. Without her web shooters ad with several guns trained on her, she'd been afraid to try anything. So, touching a tongue to her bleeding lip, she'd sat quietly until another needle had been shoved into her neck, and when she'd woken up, she had been in her cell.

Staring at the blank wall across from her, Penny took a deep breath. It had been...a few hours? When she'd woken up, it had been to the ice-blue eyes of Captain America himself from across a hall, his jaw tight, eyes narrowed in concern. But there had been guards patrolling the hall that had apparently been keeping him from speaking to her...or maybe he didn't want to speak to her. He didn't know who she was. They'd never really met, and she wasn't wearing her Spidergirl suit. So all he saw was a fifteen-year-old girl that some guard had apparently thrown into a cell.

She must have stared at that blank wall, shivering and huddling against the wall on the metal bench for close to an hour when there was a knock on the glass wall that enclosed the front of her cell. It was a man she didn't recognize, with a mustache and graying hair combed back away from his face. "Hello, Penny." He greeted, leaning against the glass, arms crossed. Turning her head and crossing her arms, she just stared at him. Behind him, Captain Steve Rogers sat up on his own metal bench, leaning forward to listen. "It's nice to finally meet you." She just stared. "I'm Thaddeus Ross." He introduced himself, and she tried to remember if she'd ever heard name that before. "I'm a friend of Tony Stark's."

Penny sincerely doubted that, but she noticed how Captain Rogers stood. "What do you want?" She asked, voice flat.

"Do you know who this is?" Ross gestured toward the man in the cell watching them.

"Captain America."

"And do you know why he's in a cell?" She just stared. "Because he's a war criminal. And do you know what Tony Stark agreed to do?"

"Can you just cut to the chase already?" She snapped, spinning around and letting her feet land on the ground. "Why the hell am I here? What do you want?"

The man chuckled. "You're...an incentive. Tony brings me the rogue Avengers, and he gets you back."

Then he left her sitting there, strolling down the hall without a care in the world, the guards following and leaving her alone with Captain America. She brought her feet back up on the bench, noticing that she was still wearing her clothes...a sweater, jeans, and tennis shoes. At least she had the sweater...but the air conditioning must have been on because cool air came from vents on the ceiling.

"Penny?" The captain asked, and she glanced over at him. "Are you alright?"

She wanted to get snarky...tell him that she was being held hostage by an asshole that wanted to use her to make her pseudo-father bring in members of his team. But he looked worried about her. Really, genuinely worried. He was standing at the edge of the cell, hands pressed against the glass, all-American face concerned and sad.

"I'm...fine. Considering." She shrugged, trying to think. They wanted Mr. Stark to bring in the Avengers...rogue Avengers. But she couldn't let him do that, not because of her. She needed to get herself out before it became necessary. Did Mr. Stark even know this guy had her? Or Captain America?

"Are you hurt?" She'd had worse, but he didn't know that.

"Not bad." It would probably be healed in hours...as long as she got some food.

"How do you know Tony?" Her head snapped up at that question and she hesitated to answer. She couldn't tell the truth...right? What if that Ross guy was listening. So she stuck to the story.

"I'm Mr. Stark's intern."

"Oh." He seemed surprised. "What do you do?"

"Help in the lab." She told him simply, staring once more at the wall in front of her. It was white. Solid. Blank. On three sides were the blank white walls, enough to drive her mad if she let them. She was sitting on a metal bench. It was cold. And hard. Behind a half-curtain were a toilet and sink. Both stainless steel. And the glass wall...there was a seam in the middle. That meant there was a door.

She needed to think...to plan. She couldn't get out of here alone and she couldn't just run in blind. She needed more information. "Where are we?" She asked, the question soft. The Captain rested his forehead on the glass.

"The Raft."

"What's that?"

"Floating prison built for enhanced individuals." She froze, turning once more to face him.

"Floating?" She asked, the fear leaking into her voice then.

"We're somewhere in the middle of the ocean...it's a giant boat...kind of. And it sinks."

"So...we're...we're underwater?" She asked, her breath catching in her throat. This was different. This wasn't some idiot holding her hostage for money...this was being stuck in the middle of the ocean underwater surrounded by water the walls were closing in….

"Penny? Hey...it's okay. It's fine. Kid? You're okay." She shook her head, aware that she was gasping for air. It was like the parking garage all over...it was going to collapse and she would be crushed…. "Penny!" She turned to see the captain pressing his palms to the glass as if that could get him closer. "Come on, kid. You're doing great. Breathe. It's okay." She shook her head. "It's safe! I've been down here for weeks. No issues. It can go back up to the surface. Just...don't think about it."

"I'm sorry…". She was freaking out, of that she was well aware. But it was like the walls were closing in and she was alone with just the man who'd betrayed her mentor and she just wanted to go home.

"Don't be sorry. I get it. It's scary. But you'll be okay. I'm going to get you out of here."

She slumped back on the bench, nodding, but not sure if she believed him. She was going to get herself out...maybe him too. She was Spidergirl. She was strong and sort of good at fighting and...and well, that would have to be enough.

Ross came back about an hour later, phone pressed to his ear. "Oh, yes, Stark. I understand that you're a busy man, but I have something you might want to see." Mr. Stark was on the phone...yelling. Penny jumped to her feet, hurrying over to the glass wall and watching Ross approach, a cellphone pressed to his ear. "You see, I was just driving around Queens and I found something on the street that I think belongs to you."

The man turned the phone abruptly, and she was surprised to find Mr. Stark's face on the screen, looking harried and mildly irritated, a look which morphed into horror when he saw her. "Mr. Stark!"

"Penny!" He asked. "Ross, what…"

"I'm on the Raft, Mr. Stark!" She leaned against the glass wall, surprised that Ross was letting her talk to him. "I'm sorry…"

"Don't be sorry. I'm going to get you out of there, Pen. It's okay…" The phone was turned away and Penny rested her forehead on the glass as Ross turned the phone to face Captain America.

"As you can see, I've got one of the rogue Avengers, so I've already started doing your job for you. Bring me another and you can have your intern back."

"Listen to me, you son of a bitch! If you hurt that girl I swear to…"

"Sorry, gotta put you on hold…" Ross cut him off, and then he grinned at the phone.

"Take that you rich asshole." Grinning up at Penny, he pocketed his phone. "Get comfortable." He suggested, then turned and strolled out of sight, leaving her pale and shaking as he disappeared. Captain America was staring at her again. Silent and curious, and she wondered what he must think.

"How'd he get you?" She wondered, still leaning on the cool glass despite how cold she was.

"Ambush. A fake attack, got us to move...the others got away." She nodded, pushing herself off from the glass wall and examining it more closely. There was a seam...it went up about eight feet, then across for four, then down to the ground. The glass would be weaker there.

She didn't see a doorknob, but on the wall next to Captain America's cell was a keypad flush with the wall, so she guessed she had one too. In the middle of the door, about four feet up was another seam. A little square, and on the inside, a small ledge. For food, she assumed. Surely they would feed her...

"Do we get food?" She asked. Her only experience with prison was Orange is the New Black and that one season of Justified. Oh, and those episodes of Brooklyn Nine-Nine. So she wasn't super familiar with the protocols.

"Three meals a day." He told her. "It's about 9 pm...you were brought in a few hours ago, but you were unconscious during dinner. Lights out at 10 then back on at 7, breakfast at 8, lunch at 12, dinner at 6, shower at 8, then we get to do it all over."

"They keep us in here? All day?"

"Yes." The world was heavy. Tired. "Except when six armed guards with guns take us to the showers."

She nodded. She would watch. Wait. And she would figure this out.

The lights shut off abruptly about an hour later, letting her know it was 10. She slunk over to her bench, curling up in a ball, and sleeping fitfully until they came back on in the morning. She watched as a guard came up to her door, pushing some buttons and opening the tiny panel in her door. A tray slid in, and she started to walk over, but a gun was pointed at her through the slot. "Back up, you little shit." She blinked in surprise at the soldier.

"What's wrong, Reynolds? Scared of a little girl?" The guard pushing a tray into Captain America's cell chuckled. She noticed that the super soldier didn't move from his spot on his bench.

"You never know with these freaks."

"She's not even enhanced." The other one laughed as Reynolds touched something on the keypad, hitting five numbers, and the panel slid shut. The glass would be weaker around the panel. "She's some intern. How old are you?" The other one asked, coming to stand at the glass, gun in hand. She glared at him. Something shifted on his face, and he reached over Reynolds to touch some keys on the keypad.

The door opened and two guns were trained on her. Shrinking back against the wall, she watched them, jaw tight. "I said, how old are you?" The other one snapped, moving until the gun was pressing into her chest.

"Hey! Leave her alone! She's just a kid!" Captain America shouted.

That's right. To them, she was just a kid. Not a superhero who'd fought monsters. Not an enhanced girl with powers. A kid. And it was in her best interest to keep them thinking that.

"I'm fifteen." She whispered. The other one chuckled, back to this good-natured grin.

"Hear that? She's fifteen." Then he pulled back his gun and whacked it across her head.

"Damn it, Curtis!" Reynolds snapped, steadying her when she staggered in the seat, gun pointed at the ground. "What the hell! Ross said she's off limits!"

Curtis snorted, turning and strolling out of the cell. It took everything inside her to not to jump...to attack. But she had to wait. Reynolds gave her a look, making sure she was steady before leaving her alone in her cell once more. She brought a hand up to her head, flinching at the blood.

"Are you okay?" The captain asked. She nodded, standing and going over to the tray. Oatmeal with banana slices, an apple, a carton of milk...like a school breakfast. Like she wasn't being held in a cell.

"At least the foods not bad." She told him, giving a tenuous smile, and he chuckled a little, sounding strained.

"Yeah."

"Same thing we get at school." He huffed out a laugh, muttering the word school. "I was afraid it would be….gruel or something. Not that I know what's in gruel...ever had gruel?" He laughed then.

"Briefly...during my army days."

"Is it as bad as they make it sound?"

"Worse." He seemed to relax as she sat on her bench. It was just a little hard to hear him. She figured it was the glass, but didn't say anything about it. He didn't seem to have any trouble hearing her. "My friend Bucky used to go into town and trade cigarettes for whatever fruit he could find. This is practically gourmet." She laughed.

"Better than my aunt's cooking." She confided as if this wasn't Captain America...as if this man hadn't betrayed her mentor and left him for dead in a frozen wasteland. She would have to compartmentalize that.

"So...do you know Tony well?" She shrugged, not sure how much she wanted to reveal.

"We've met a few times." She told him simply, leaving it at that as she ate her breakfast and tried to stay calm. She would need to watch...learn what these people did. Learn their routines. Then if she could get herself and the super soldier out, then they had a chance of taking Ross down and escaping. Surely he'd be up for helping her.

They happened in silence, then out their trays on the ledge for Curtis and Reynolds to pick them up, this time in relative silence. Reynolds kept a close eye on her and Curtis gave her sly little smiles. Then they were left in silence...oppressive, awful silence. In his cell, Steve Rogers did push-ups and sit-ups and what looked like yoga. Penny sat. Itching. Itching to crawl on the walls or jump or scream or anything, really. Finally, she paced, walking around the cell and getting to know every inch of it. She thought about her aunt and how worried she would be. She thought about Ned and MJ and how much she already missed them. She thought about school...it had to be Saturday now. She had had plans with Ned.

She muttered the periodic table under her breath, reciting the elements and atomic numbers, picturing them in her mind. She listed the states in order, then her multiplication tables up to 20 x 20. By then, it was lunch, and the process repeated. She ate the sandwich and carrot sticks, never mind that she didn't like carrots, then ate the apple and drank the water. She kept the cup, leaving it on the sink so she could have more water, and Reynolds glanced at it but didn't seem to care.

Then there were more hours to fill. She could nap...but she wasn't tired. Her body was vibrating with energy, and she couldn't climb the walls. Couldn't hang from the ceiling. Her arms were covered in goosebumps and she was cold all the time. So she got down on the floor and did push-ups, not caring if anyone saw how many she could do. She could pretend she was an athlete or something...none of them knew.

She felt the Captain's eyes on her but he didn't speak, not even when she moved to push-ups and then jumping jacks, burpees, planks, and then cycled through every Pilates move she could remember her aunt ever doing until her body was finally tired and she dropped onto the bench to wait for dinner. She'd only managed to kill about two hours, though, and it was a long, boring wait.

Dinner was a casserole of some kind with a salad, and she ate the food without complaint, swallowing the water and then pacing again until they came to take Captain America away for his shower. She watched Curtis's fingers on the keypad...watched the three other soldiers with guns that didn't speak as Steve Rogers was led out and down the hall, returning in new clothes...a t-shirt and sweatpants. Then she did the same.

She watched everything as unobtrusively as possible...followed the two guards...she only warranted Curtis and Reynolds apparently, and stepped into the bathroom while they waited outside. The shower was a single stall, with soap and shampoo and conditioner. Even a comb that she guessed she and the captain shared. On the chair were a change of clothes in a size close to hers and a plastic bag with a toothbrush and toothpaste that she eagerly used. She showered, relishing the hot water, then dried off and changed, and was even allowed to carry the bag with the toothbrush and toothpaste back to her cell. It was almost comforting.

The second day passed and Penny thought she might lose her mind. Slowly, Captain America started to make small talk. Where was she from? What grade was she in? What kind of stuff did she do for fun? And she quizzes him right back. What had it been like growing up so long ago? What had Peggy Carter been like? He was all too happy to talk.

Three more days passed before she saw Ross, during which she worked out and recited things and did her best to stay sane. He came alone after breakfast, tagging along with Reynolds and Curtis who opened her cell door, getting the attention of Steve. "What are you doing? Where are you taking her?" He demanded, but he was ignored. Ross's soldiers pointed their guns at her and prompted her to follow them, so she did with a last frightened look at Steve.

Ross brought her into an office down the hall, and she memorized the turns, shivering and trying to focus. She was always cold, and she wondered if he would give her a blanket. When they reached the sparse office, Ross pointed at a chair and she sat, the soldiers guarding the door.

Without speaking to her, Ross pulled out his phone and hit a button, then ringing filled the room. Mr. Stark's voice filled the room...he was screaming and swearing, but Ross cut him off. "You wanted to know that the girl was safe. I have her right here." Ross turned his phone so that the screen faced Penny, and she saw her mentor's face.

Mr. Stark looked bad. His hair was a mess, face unshaven, and his eyes were red-rimmed with dark bags under his eyes. Her heart clenched at the sight. "Penny." He breather out her name. "Penny…"

"I'm okay." She assured him. "I'm fine."

"Did they hurt you?" She shrugged, smirking a little.

"Not really. When are you going to pick me up?" He gave a strained laugh.

"I'm working on it kiddo. Is that asshole feeding you?" She nodded.

"Yeah."

"Why are you shaking? What's wrong?"

"It's just cold."

"So I'll give her a blanket." Ross stepped into frame, dropping a hand on her shoulder, squeezing too hard. She didn't flinch, just glared at him, and Mr. Stark looked angry enough to spit fire. "As you can see, I'm keeping her safe, as promised. But I'm running out of patience, Stark. And if I run out of patience…" Ross grabbed the back of her hair, yanking her head backward violently. "She might stop being safe here."

Mr. Stark didn't say anything...just glared, jaw tight, and Ross let her go, stroking her hair. "Alright. You've seen your intern. She's fine…"

"You're holding her hostage."

"And I'd say I have about five more days worth of patience. Sound fair?" Without waiting for a reply, Ross hung up, and Penny was yanked to her feet by his arm on her arm and shoved toward the soldiers. "Alright, boys. Take her back. Find her a blanket."

Reynolds grabbed her arm and the two led her back to her cell where, across the hall, Captain America waited, hands against the glass, jaw tight. When the two soldiers left, Steve got as close to the glass as he could.

"Are you okay? What did he want?"

"He wanted to prove to Mr. Stark that I was safe...he said he'd wait another five days."

"And what happens after five days?"

"I stop being safe." She told him simply, curling up on the metal bench with the threadbare blanket that felt like a ridiculous luxury. She missed May. And her friends. Her home. She tried so hard not to think about them, but for just a moment she felt her stomach clench with how badly she wanted to go home.

"It's going to be okay," Steve assured her. She knew that. She was going to get both of them out and she was going to go home. In two days.

She had the schedule memorized. During all of her walks on the Raft, she'd only ever seen five soldiers. Reynolds, Curtis, and the three that never spoke. And Ross. They all had guns but she was fast. And strong. She'd have to risk it.

She would have to get Steve out. She'd watched them opening his room every night. She knew the code. She just had to bust out of her own room. But she couldn't when the soldiers were nearby...she'd need his help.

She waited for two days. On the morning of the third day, she ate her breakfast, then her lunch, and then waited for dinner...and then she had her shower. Fear churned in her stomach, and Steve spoke to her on and off all day as if noticing how afraid she was. He told her stories and asked her questions and finally, just before dinner, she asked him a question.

"How many people are on the Raft?" Steve hesitated for a second, then answered.

"Six that I know of. Five soldiers and Ross." So she'd been right. Surely he would have seen others if they had been around. "Penny?"

He didn't get a chance to finish that question, because it had been time for dinner, then their showers...and then they had an hour until lights out, and Penny stood from her bench.

Steve looked up from his seat on the floor as she approached the glass wall, looking back and forth down the long stretch of empty hallway. Running her fingers over the seam, she searched for what she knew to be the weakest part of the glass. Steve Rogers watched, frowning in confusion as she brought the fingers of her left hand up to the glass, praying that she was right. "Kid?"

"Hey, Captain?"

"Yeah?" He asked. He'd already asked her to call him Steve, and usually, she did as he asked. But he was about to be her captain.

"Have you ever seen Kill Bill?" He narrowed his eyes, staring down at his lap for a moment before shaking his head.

"Uh...no." She gave a grim, worried smile.

"Well...maybe if we get out of here, we can watch it. I'm sure FRIDAY has it." He looked like he was about to ask a question, but she brought her arm back, praying once more that she was right before slamming her left hand into the glass as hard as she could.

The bang reverberated through the room, and before Steve could do more than jump to his feet, she did it again, then again, feeling the glass start to crack. "Penny?" He asked, horrified and confused, but not daring to speak too loudly. She hit it once more, the cracks getting bigger and blood started to smear across the glass. She couldn't stop, though, and she clenched her jaw, staring straight ahead as she hit again, bones in her hand breaking. She had to get out, she told herself again and again. She had to get out, and this was her only chance. She'd already started...the clock was counting down.

The glass shattered and she lunged through the open space, not noticing when the thick, ragged glass caught her arms. Not caring, she raced across the aisle and, with shaking hands, she punched in the numbers to open Steve's door...and it opened. Sighing in relief, she watched the man jump through the open wall. "What the…" Footsteps...her Spider senses exploded, and she grabbed Steve's arm, yanking hard just as gunfire exploded into the hallway, knocking the two of them back into the cell, then she jumped, grabbing the wall and climbing up to the ceiling. He just stared for a moment. "You're…"

"Spidergirl, let's go!" She snapped, and he burst into action, grabbing the metal bench and yanking hard, pulling it off the wall and then snapping it in half. Penny clung to the ceiling, crawling forward as the soldiers approached. They were talking...asking what had happened. Asking each other if they saw Captain America...or her. She waited, watching Captain America hold the metal bench like his shield, and then, as soon as the first soldier, one of the ones that never spoke, stepped around the corner, Captain America knocked him in the face with his ersatz shield and Penny waited...waited for the man to drop, and then two more soldiers, the other silent ones, were rounding the corner.

Figuring he could handle them, she leaped, grabbing the wall, slipping out the door, then clinging to the ceiling above Reynolds and Curtis who were staring at her in mute horror. She didn't give them time to think or figure it out. Instead, she shoved herself off of the ceiling and took Curtis down, wrestling the gun from his hands. He got his wits about him just then, landing a solid punch to the side of her head, and she was stunned for just long enough that Reynolds could get a painful kick in, his foot smashing into her side. Gasping, she rolled them over so that Curtis's back was to Reynolds, and she pulled the gun back, knocking Curtis in the head with the butt of the gun. Reynolds made to shoot but Curtis was still in the way. She brought a knee up, then hit him in the head again, knocking him out, and then jumped back to her feet.

Reynolds had the gun trained on her...but he didn't shoot. He just stared, eyes huge. Like it didn't make sense. Which, she thought as Captain America left the room with his new shield, to him, it didn't. She pointed the guy at Reynolds, nodding to his own gun. "Put it down." She ordered. He glanced over at the captain who held the piece of metal at his side. "Put it down." She ordered again, and looking between the two, he put it down, and Penny jerked her head toward the cell she'd pulled Captain America out of. Slowly, Reynolds backed up into the cell, and Captain America dragged Curtis into the room where the other soldiers all lay unconscious. Then she typed in the number and closed the door.

Captain America stared down at her then, but there wasn't enough time. "We have to hurry. Do you think you can take us back to the surface?" She asked. He nodded.

"I think I can figure it out. We still need to get Ross."

She gestured toward the hallway. "Lead the way, Cap." He took off, her right behind, but as they ran, he seemed to lose the battle with himself.

"You're the Spidergirl? From Germany?"

"I'm from New York, but yes." She smiled a little and he snorted.

"Right. Queens." He glanced back at her as they paused at the corner, him peering around the corner, then back at her. "Clear." They took off again. "Tony recruited you?"

"I was bitten by a radioactive spider...Mr. Stark recruited me about six months after I started being Spidergirl. Gave me the suit...he looks out for me."

"So you're not his intern?"

"No, I am." She told him, both of them pausing again, and she was glad for the conversation. It kept her from thinking off all the things that could possibly go wrong...and there were so many things that could still go wrong. "He lets me help in the lab. I was on my way home from the internship when they got me. Ross doesn't know."

The gunshot echoed through the hallway and Penny and Captain America froze, both of them pressed against the wall. She gasped for air, hands shaking as she looked up at Steve who nodded to her. Gripping his makeshift shield, he glanced around the corner once more, then threw the piece of metal. Penny jumped, gripping the ceiling and scampering forward...Ross was on the ground, out cold, and she dropped back to the ground as Steve kicked the gun away. She'd done it..they'd taken Ross down. Well, Captain America had. She'd taken down one and a half soldiers.

Captain America turned to look at her, concerned, narrowed eyes staring down at her. "Are you okay?" He asked. She nodded.

"Just...I can't believe that actually worked." He barked out an incredulous laugh, reaching out and putting a hand on her shoulder.

"Grab his phone and call Tony...we need to get to the control room. Maybe Stark can talk us through getting this thing to the surface."


	12. Exhaustion

**Exhaustion**

Two days. She hadn't slept in two days. Essays. Homework. Decathlon. Studying for decathlon and tests. Chores. More homework...she has a lot of homework nowadays. Or maybe she just had less time with all the patrolling. And she was supposed to go to Mr. Stark's lab for her third week of internshipping. Was that a word?

He'd suggested monthly mentoring sessions to keep her aunt from getting too suspicious. It had been right after she'd turned down the spot on the Avengers, which she wasn't always sure had been the best choice. Of course, she wanted to focus on school and finish and spend time with her friends and family. And of course, she didn't want to leave her aunt, and the thought of living at the Avengers compound full time was a little scary. But...she could have been an Avenger! Mr. Stark had invited her to join his team and she'd turned him down. Like an idiot.

When she'd gotten home to find her suit on her bed in a paper bag, she'd been...well, surprised, to say the least. And thankfully, her Aunt May hadn't caught her changing into her suit in her bedroom in the middle of the day...also like an idiot. Still, it had been two weeks after her homecoming dance that Mr. Stark had texted her, asking her if she wanted to come by the compound. Of course, she'd said yes, and then he'd asked if she wanted to come over every month for a little while after school...work in the lab, do some actual internship stuff...get mentored. Once more, she'd said yes. Absolutely, 100%, of course, she wanted to go to Mr. Stark's super-secret Avengers compound every month and learn from the great Tony Stark himself!

The bell rang, making her jerk to attention, and she wondered if she'd briefly fallen asleep in class. It was time for her last class. Physics. She had to go to physics. Following Ned who had noticed her exhaustion, she dropped into her chair and opened her laptop to take notes. Before the last two nights, she hadn't exactly been getting a lot of sleep. Patrolling right after school until 8, then dinner with May, then homework...sometimes a nap. Then more homework. Most nights she didn't get to bed until 2 or 3 in the morning. For the last two weeks, the exhaustion had been constant. It was midterms...that probably wasn't helping. And she'd gotten a B in Physics which she'd always gotten As in and she didn't know what to do and no matter how hard she concentrated...Physics was over. She hadn't taken a single note.

"Pen?" Ned nudged her and she realized that all around her, the others were leaving class. Stuffing her laptop back into her backpack, she followed him out the door, and the two of them headed out front where cars lined up to pick students up. While Ned waited for his mom, Penny dragged herself two blocks away from the school where Happy always waited for her. He "refused to wait outside of a high school like a soccer mom just so he could chauffeur her to the compound." She usually didn't mind, but every step felt like she was walking through setting concrete.

Happy barely looked up from his phone when she climbed in the back, and then he was driving and she fought the urge to sleep, pulling out her Physics textbook to try and make heads or tales of the latest formulas. There were so many...and her brain didn't want to do any kind of calculations. She wanted to sleep...no, her brain wanted to sleep. She wanted to work. To learn these new formulas and finish her homework and do that English essay and work with Mr. Stark. "Kid? Kid!" She jumped at Happy's tone, looking up to find him staring back at her in the rearview mirror.

"What?" She asked, looking around. They were parked in front of the compound. Avengers Compound. It was time for her internship. She had to go inside. "Oh...I'm...I'm sorry, Happy." She murmured, pushing her unfinished homework back into her backpack.

"Kid?"

"What?" She paused, hand on the door handle.

"Are you okay?"

"Oh...yeah. I'm fine." She assured him, climbing out of the car. Throwing her backpack over her shoulder, she headed up to the front entrance, and FRIDAY greeted her as she stepped inside.

"Boss is downstairs in his lab and asked you to come on down."

"Thanks, FRI." She stepped into the elevator and FRIDAY took her right down to the lab, and she found Mr. Stark at his workstation. He glanced up from his work, grinning.

"Hey, Pen. How's it going?" He asked, putting his tablet down and spinning in his chair.

"It's uh...fine." She moved over to the corner and dropped her backpack carefully onto the chair. "How about you?"

He gave her a look but nodded. "I'm fine." He made a gesture and another screen appeared, this one with her web shooter schematics expanded. "So I've been looking at your web shooters and I think we might be able to slim down the design. What do you think?" Eager to get to work, she dropped into the chair beside him, rolling closer.

"Wait, how did you do that?" She asked, pointing to part of the screen and he immediately explained.

They'd worked together in his lab three times, and already it was her favorite thing in the world. He was endlessly patient, always soft-spoken and kind and just...it was the best. She loved it. And she never wanted to jeopardize that, which was why it scared her so much that she couldn't make her web fluid turn out right. She was sitting at her own workstation, him working on the next generation of the Iron Man suit...something to do with nanotech, and all she could think of was that she wasn't smart enough. She couldn't handle it. She wasn't good enough. She didn't belong in this lab working with this genius. This was only the third time they'd worked together and he was going to look over and realize that she couldn't even make her own web fluid in a first-rate lab and she couldn't do Physics anymore and apparently, she couldn't do Chemistry either and she had a stack of homework waiting for her.

Her lip trembled, and something dripped onto her homework. A tear. She was crying. Clamping a hand over her mouth, she bit down hard on her lip. She was not going to cry. She was not going to cry in Tony Stark's lab. He already thought she was a child. He already called her kid...so...she couldn't let him see her sobbing over web fluid in his lab. She was a superhero! Superheros didn't cry like little babies for no reason over chemistry!

She picked up a beaker, trying to find where she'd gone wrong. She had to figure out which part she'd messed up. It was Chemistry. Math. She was great at both of those things! She just needed to focus. She stood to dumb the failed batch into the sink, but then there were spots in front of her face and the beaker was slipping and the shattering glass made both of them jump.

Suddenly it was all too much...she couldn't stand it. Couldn't bear the embarrassment and fear and worry, and she clamped a hand over her mouth, letting out a sob that was too loud in the sudden silence of the lab. Mr. Stark had been playing music...not loudly. He knew that Penny was sensitive to loud noises. But it was cut off as soon as she started crying. She refused to look up, closing her eyes and sobbing and praying that somehow Mr. Stark wouldn't notice.

For a long time, there was just silence. Then, finally, she risked a peek at him from the corner of her eyes. He was staring at her as if she'd grown another head, eyes huge and horrified, darting around the room as if someone was going to save him from the suddenly way too emotional teenage girl. She opened her mouth to apologize but all she could do was cry, sinking down to the ground and hiding her face in her hands. Maybe he would leave. Sometimes when Ben had found her crying, he'd back away and get May. Maybe he'd leave and...just let her calm down.

"Okay...okay." He murmured, bewildered as he moved slowly toward her. Gasping for breath between sobs, she curled up on the floor. "Um...there's...why don't you get up, kiddo? There's glass on the floor."

"I'm so sorry." She sobbed, and she felt a hand on her upper arm.

"Don't be sorry. Just...come on." He knelt down, helping her to her feet and getting an arm around her. "Did you get cut?" She had no idea, so she ignored the question, letting him lead her over to the sofa in the corner, then sitting beside her. "Can...can you tell me what's going on?"

"I'm sorry."

"Nope. Don't be sorry." He told her, voice soft and coaxing. "You didn't do anything wrong. Just…" He sighed, standing, then returning with a glass of water that he pressed into her hands. She took it, managing to take a few sips before her eyes were closing again and her fingers were slipping. He grabbed the glass from her, putting it on the coffee table and grabbing her carefully by the shoulders when she started to fall sideways.

"Woah...okay...FRIDAY, what's going on?" He demanded, scared now. She didn't want to scare him.

"Miss Parker is suffering from severe sleep deprivation, which can result in clumsiness, loss of focus, emotional instability, and, eventually, blackouts."

"Yep, that explains it." He muttered. "Talk to me, Pen. What's wrong? Tell me what's going on." He moved a little closer, leaning in and looking into her eyes.

"I can't do it." She sobbed.

"Can't do what?" He prompted.

"I can't make my web fluid and I can't remember anything and I got a B in Physics…" She broke off, sobbing and humiliated, and he sighed, wrapping an arm around her. She was briefly frozen in shock. He'd never wrapped an arm around her. Never gotten this close.

"That's because you're exhausted, Pen." His voice was soft and reasonable. "Your brain can't process new things when you haven't slept. Why aren't you sleeping?"

"Too much to do." She muttered, and her head dropped onto his shoulder. She wanted to sit back up, but Mr. Stark didn't object, just shifted so that she was nestled into his side.

"Alright, kid. Let's get you upstairs, huh?" She sniffed, hoping she wasn't getting snot on him or anything. He stood, and to her surprise, he lifted her in his arms, holding her close and letting her head rest on his chest. "FRIDAY, take me to my floor...looks like you're going to get your room."

"I don't have a room here." She murmured, gripping his shirt in her hand.

"Yeah, you do." He sounded confused as the elevator took them up. "Remember? When I invited you to join the Avengers?"

"But I said no."

"Yeah, but you still have a room." He was walking, and she opened her eyes a little to watch doors flash by. He finally came to one and nudged it open with his hip, then carried her into the surprisingly large bedroom. She didn't take note of much, though, just rested her head on his chest and let her eyes close.

"I need to do homework."

"No. You need to sleep. You can't do homework if you haven't slept."

"You never sleep." She muttered, and she felt him chuckle a little, dropping her onto the bed.

"Do as I say, kid, not as I do." He leaned over, and then she was in bed, him pulling the covers up to her neck and tucking her in. Then something touched her face, and it must have been a few minutes later but it felt like it had only been seconds. A warm washcloth touched under her eyes, wiping the tears away. "Get some sleep, Pen."

"I'm sorry…"

"Don't be sorry, kiddo. It's okay." Some of her hair was tucked behind her ear, and she leaned into the contact...it reminded her of Ben. Was Ben there? Her brain was mush and she needed sleep.

"Love you." She murmured, and the hand on her hair froze. Then, after a moment, he ran a hand through her hair once more.

"Love you too, kiddo."


	13. Concussion

**Concussion**

“Spidergirl? Do you copy?” Penny looked up from the sandwich she was eating as f Mr. Stark were right in front of her and not talking into her comm.

“Oh…hey, Mr. Stark!” She answered, pulling the bottom of the mask over her mouth and balling up her sandwich paper. “What’s going on?”

“We’ve got a situation over by the tower, kid. It’s all hands on deck.”

“I’m on my way!” She leaped from her perch by Mr. Delmar’s shop and shot a web, making her way uptown. “What’s going on?”

“Some kind of robot invasion…they can fly so watch out.” He ordered, and she felt a thrill of excitement. She was a superhero! She was taking down robots with Iron Man! 

“You said all hands on deck?” She asked, able to see smoke in the distance.

“Yeah. Ready for me to patch you in?”

“Oh…uh, sure!”

“Alright. Karen, do it!” He ordered, and then she was assaulted by noise. 

“Hawkeye, on your left!”

“Give me a hand over here, Cap!”

“Thor, look out!” Thunder crackled and lightning came down from a seemingly sunny sky, making Penny gasp as she swung around a corner and found the battle.

The robots were big…each about the size of a horse, and they flew! And shot lasers! Spotting one hurtling toward a young boy crossing the road, huge, tear-streaked eyes staring up at it, she jumped into action.

She shot herself down toward the boy, shooting a web and reaching out, grabbing the boy’s hand and then yanking him upward as carefully as she could. She managed to swing the two of them past a building and into an alley. “Are you okay?” She demanded, squeezing his hand. He nodded. “Okay.” She looked around, spotting a couple of police officers. She pushed him toward them. “Go to the police. They’ll get you out.” She ordered, then shot a web at the closest building, yanking herself up and perching on a roof. 

“Spidergirl, help Cap clear out some of these civilians! We need a perimeter!” Mr. Stark ordered, and she hopped to obey, hurrying down to the ground to help Captain America who was trying to clear out buildings full of people. The citizens of New York swarmed onto the streets under the battle raging on the rooftops, and she started on the opposite side, climbing in windows and getting the people out of the four block radius. All around her was chaos, and she did her best to urge the people toward the police barricade. Crawling through windows, she grabbed children and helped their parents, all the time dodging robots. 

She didn’t get to see any of the other heroes in action for quite a while. Every once in a while, she’d have to duck and dodge, shielding the civilians she was helping from the robots. “Spidergirl, give me a hand over here.” She handed a toddler to a police officer and turned to find Captain America on the top floor of an apartment building, and she leaped, grabbing the wall and crawling up. “Thro!” Cap shouted, and suddenly a robot was flying toward her, almost making contact. She jumped, propelling herself upward and gripping the bricks with her fingers. Thor slammed his hammer into the robot, gripping the ledge beside her and jumping on to another’s back. 

Her face went a dull red…she didn’t usually get crushes on men that were a lot older than her. But Thor…she’d had a poster of him in her closet since she was eight. Shoving that thought back, she kept climbing and scuttled up the wall, finally reaching Captain America and the room full of people. They must have all come to this room, she realized, and she counted eight people. “We’ve got to get them out!” He shouted. She’d never met the man out of her suit…he’d never seen her face. She wondered if he would look at her differently if he had. Still, the Avengers working together was still kind of new…Mr. Stark had kept her away from them for the most part. 

“Okay…” She pointed to the closest child. “You first. Jump on.” She ordered, crouching in front of him. He did, scrambling onto her back, and she raced to the window, propelling herself down to the ground using her webs, then hurried back up the building. “Captain, hand me the next one!” He did, and then she shot another web for him to climb down so he could carry someone himself. They made quick work of the apartment, and Captain America grinned down at her. 

“Good work, kid.” He praised before taking off, and she climbed out the window to the top of the building. 

“Karen, scan for civilians.” 

“Scanning,” Karen answered as the chatter went on around her. Natasha was making a joke, and Falcon said something she didn’t quite catch as he soared overhead. “No civilians detected inside the perimeter.

“The civilians are clear.” She reported to the team, looking around in search of something to do. In the distance, she saw Mr. Stark flying with Rhodey, both of them attracting robots that Clint shot down. There only seemed to be eight or nine left…and then she saw one going straight for Thor.

The Asgardian had his back to it, busy fighting one that had landed and was attacking him with everything it had. There was no time. No time to try and yell down to him…she was already jumping, freefalling, and tackling the thing from the side seconds before it crashed into Thor. The Asgardian turned and they made brief eye contact right before the robot shot up in the air, her clinging to its back. She swore, just barely managing to hang on, and then it was going back toward the ground at top speed.

Reaching around the bottom, she started yanking on things, ducking when another robot came for her. “Spidergirl!” Iron Man shouted into her comm, but she couldn’t focus on that at the moment.

“I’ve got him, kid. Bail out!” She heard Hawkeye shout, and as the arrow shot through the sky, about to hit the thing head-on, she shot a web and jumped, swinging safely out of the way of the explosion. 

“Spidergirl, you good?” Mr. Stark asked as she swung from building to building.

“All good, Mr. Stark.” She couldn’t wait to tell Ned that she’d saved Thor’s life! (He also had a poster of the Asgardian in his closet.) Well…maybe she hadn’t saved his life…but she’d saved him from being run over by a robot. That was something, right! 

“Alright, kid…good job. We’ve almost gone this handled. Go ahead and head down…” 

She was distracted. That must have been it. Usually, her spidey senses would have gone of. She would have noticed the stray laser right above her head that severed the web…but she didn’t. Suddenly she was hurtling toward the ground, gasping in surprise, barely having time to scramble to shoot a web before her head cracked against the pavement. And then it was lights out. 

She woke to pain…so much pain. Her head throbbed and she couldn’t move without making it worse. “Penny!” The scream came through her comm…and she was sort of conscious to hear it. Mr. Stark was supposed to call her Spidergirl…she couldn’t make her mouth work to remind him of that, though. All she could do was moan, eyes struggling to focus behind her mask. She was on the street. “Penny, talk to me!” How long had she been there? 

“I have her.” That was Thor…huge, handsome Thor, and then arms were scooping her up. Thor’s arms. How had Thor gotten there so fast? Crying out, she tried to move her head, but it exploded in pain and she gave a weak sob. “Be still.” He urged softly, and she had no choice but to comply as everything went dark once more. 

When she opened her eyes, they were in an enclosed space…somewhere quiet. And her head still hurt. “Spidergirl?” Thor asked, setting her down, a hand on her head to keep her from hitting it on the bed. She just stared at him, blinking tiredly behind her mask, tears dripping down her cheeks. “FRIDAY is she awake?” The Asgardian asked, sounding uncomfortable talking to the AI.

“Spidergirl is conscious but seems unable to reply. I would recommend removing her mask, as her AI was damaged.” She whimpered when he started to lift the bottom of her mask, but he didn’t stop. He lifted her head a little, slipping the mask over her face, and she couldn’t quite bite back the sob, cheeks turning red from embarrassment. His hand came back bloody and he looked around as if unsure what to do. She wasn’t sure what to do either, and her whole body hurt so bad…breathing was the worst, but she wasn’t sure stopping was an option. Mr. Stark would probably get angry. 

“Alright…Stark? I have Spidergirl in the jet.” He didn’t ask for help outright, but his voice did. Everything was fuzzy, head rolling she gasped when that just made everything hurt worse. She was…a spider. Her spider healing would work. Right? It could fix this…she could…she’d be okay. Gasping and crying, she squeezed the sheet under her hand, desperate to make the pounding stop.

“I…shit, I can’t…Cap, can you get them to Bruce?” She could just barely hear Mr. Stark through Thor’s earpiece…he sounded worried. 

“I’m stuck here, Tony! It’s going to be…”

“I’m on my way, Thor. Hang on!” That was a different voice, one she couldn’t put a name to. 

“Okay.” Thor murmured, hands hovering over her head. “FRIDAY?”

“Spidergirl has a concussion and is having difficulty focusing. She has severe bruising all over her back and sides and had three broken ribs. One is dangerously close to her lungs and she must remain still in order to prevent it from puncturing her lung. I would recommend putting her on oxygen to ease her breathing and keeping her calm and still.” 

“Okay.” This time Thor sounded surer, and things went fuzzy around the edges as he placed something over her mouth. Wow…he was handsome. Even with short hair…somehow, he was even more handsome. And his muscles were so big. And she was still crying in front of him.

“What?” Thor asked, leaning over her, and she wondered if she’d just said some of that out loud. Praying that wasn’t the case, she opened her mouth to try and formulate some kind of response when someone else entered the jet. Hawkeye. She sort of knew Hawkeye. Right? Had they met?

“How is she?” He asked, hurrying over to the driver’s seat…was it a driver’s seat? Cockpit?

“Concussion. Broken ribs.” Thor answered, still hovering over her. 

“Alright. Let’s get her to Bruce. Stark, you copy? I’m getting your kid to the Compound. Everyone else, meet us there?” 

“Got it, Hawkeye.” Natasha Romanoff answered. “We’ll make our way there. Get her to Bruce.”

“I’ll have Happy bring a car.” Mr. Stark added. 

“Mr. Stark?” She asked. Was he there? She missed him. Wanted him there with her. Everything hurt and it was hard to breathe and she was scared. She wanted to talk to Mr. Stark. 

“He’s on his way, kid. We’re going to get you back to the Compound.” Hawkeye called back. “How are you holding up?” He asked. She didn’t have an answer. She didn’t know how she was holding up because breathing hurt and everything was dark on the edges and she just wanted her mentor to be there with her…he’d make sure she was okay. Thor was handsome but she didn’t know him! 

The Asgardian sat beside her, pulling up a chair and taking her hand. She turned to look at him, gasping for the air pumped through the mask. “You will be alright. Banner can take care of you.” 

“Mr. Stark?” She asked, hoping he understood. He did.

“He is on his way.” She closed her eyes, trying to get control…trying to stop crying and trying not to think around the pounding in her head. Then a hand clasped hers, huge and strong, and she looked up to find Thor leaning over her. “It’s okay.” He promised. “You saved me. I’m going to make sure you’re safe.” She nodded a little, trying to take a breath and closing her eyes. “Don’t sleep.” He urged. She couldn’t obey though…her eyes rolled back and she slumped against the bed, grateful for the oxygen being pushed through the mask strapped to her face.

“Penny?” Mr. Stark…Mr. Stark was there. She opened her eyes again, finding her mentor at her side…and she wasn’t in the jet anymore. They were in a room…the Medbay. Blinking tiredly, she looked around but found that she and Mr. Stark were alone. 

“What?”

“Stay awake, Pen. Bruce is going to look you over.” And suddenly someone else was in the room with them, shining a light into her eyes. She gasped, trying to jerk away, but Mr. Stark held her steady.

“He’s gotta check your eyes, Spider-Kid.” Mr. Stark told her softly. She wondered why her head hurt so much…her brain seemed to be trying to shut off. She wanted to sleep. 

“Pupils uneven, not responsive…she’s got a concussion, but she’s conscious.” The guy told Mr. Stark. Who was this guy? A doctor? He was wearing a white lab coat. Isn’t that what doctors wore? She knew him…right? She’d seen him before, she was sure of it. Then he took her hand. “She landed pretty hard…but FRIDAY didn’t mention any broken bones besides her ribs and those are already healing. Can you squeeze my hand, Penny?” She did, then repeated it with her other hand. “The X-Rays are all coming back clear. She’s got some pretty serious bruising, but her healing should take care of that soon.”

“Thor?” She asked. Mr. Stark and the doctor shared a look.

“What, kiddo?” Mr. Stark asked, leaning in. 

“Thought…Thor was here…” 

“He was. He’s with the rest of the team…they’re getting debriefed. He and Hawkeye brought you here.” He wiped a thumb under her eye, and she wondered if she was still crying. She didn’t think so.

“Is he…still with that scientist?” She asked, and he gave her a funny look.

“What?”

“She’s so lucky.” He barked out a laugh, confusing her. What was so funny? The doctor, too, was chuckling. 

“Her healing is working overtime…she should be okay in a few hours. Just try to keep her conscious and let her rest.” The doctor suggested. “Want me to get Thor? See if he’s interested?” He asked Penny, but before her cloudy brain could figure out why the doctor was laughing, Mr. Stark shook his head.

“I think he’s a little old for her.” Her mentor told him, reaching over and brushing her hair back. The doctor hesitated.

“How old is she?”

“Fifteen.” Mr. Stark told him quietly, as if he was waiting for someone to scold him. That wasn’t fair! It wasn’t his fault.

“Don’t be mad at Mr. Stark.” She ordered, fighting to keep her eyes open. Her head hurt so bad…but she had to protect Mr. Stark. “It’s not his fault…it’s mine.” The doctor…Doctor Banner! That was his name. “Bruce Banner…Hulk?” She tried to ask him, and Mr. Stark narrowed his eyes.

“Do you have her on pain meds?” He asked, sounding suspicious. The doctor nodded.

“Yeah…Tylenol wasn’t cutting it so I pulled out some of Steve’s pain meds. They seem to be working.”

“My head still hurts.” She muttered, bringing up a clumsy hand up to touch her head. 

“Yeah?” Doctor Banner adjusted something beside her head, and the throbbing died down a little. “How’s that?”

“Hm? Better.” She blinked and then Doctor Banner was walking away, holding a tablet, and Mr. Stark leaned over. 

“So…Thor, huh?” He asked, smirking. She didn’t see what was so funny.

“He’s even more handsome than his poster.” Mr. Stark’s eyes lit up.

“You have a poster? Of Thor?” She hummed in agreement, and he rubbed his hands together. 

“Oh kiddo…I can’t wait until you’re feeling better. I’ll see if I can get him to sign your poster.” That sounded pretty cool…she wondered if Thor really would sign her poster…and why Mr. Stark seemed so happy about it. Still, she was just glad he was there.

“Thank you for staying with me…I was scared.” That amused smirk dropped from his face, softening as he ran his fingers through her hair. “Thor was there…but I wanted you.”

“I’m here, honey.” He assured her. “I won’t leave. You go ahead and rest.” He murmured, his nose pressing into the top of her hair as he took a deep breath, rubbing her back. “You did real good today, kid. I’m proud of you.”

“I got hurt.” She reminded him, closing her eyes and leaning against his shoulder. 

“Yeah, but you evacuated all of those people and you saved Thor…you did great. How about when you’re feeling better…and after you show me that poster, I introduce you to the team for real?”

Her eyebrow furrowed and she tried to untangle that sentence. Why were things so hard to figure out all of a sudden? Why was she so tired? “Do you want my Thor poster, Mr. Stark?” He chuckled.

“No thanks, Pen. Just want to see it. Too bad you won’t be able to remember any of this later.” 

“You don’t want my poster?”

“No.” He kissed the top of her head. “Just want to see it…and tease you about it.” She didn’t know what he was talking about but shrugged.

“Okay. It’s in my closet.”

She could hear the grin in his voice as he spoke. “That’s good to know, kiddo. So, after we look at that, I’ll introduce you to the team. For real. As Penny. And Spidergirl” She glanced up at him, nodding.

“Okay.” He squeezed her a little to his side. 

“Alright, kiddo. Just rest for a while. How about we watch TV?”

“The Office?”

“Of course.” He grabbed a tablet from the table beside him, setting it up on his lap, and they watched TV until the pain meds put her to sleep on his shoulder. He never moved, arm wrapped around her until she woke several hours later and, to her confused embarrassment, he asked her about her Thor poster.


	14. Harsh Climate

**Harsh Climate**

Sand. So much sand. And dirt. Tony Stark looked down at the girl beside him, dressed in a white t-shirt and shorts that did little to shield her from the sun walking beside him, the two of them keeping their heads down to hide as best they could from the heat. Sweat dripped down the back of her neck and fell from her cheeks to the dirt below, but she didn't complain. She hadn't complained once, actually. She was keeping pace with him just fine, and he almost suspected her of slowing down to make him feel better. She was supernaturally athletic, hardly ever tired or even winded. On her back was a backpack, water bottles tucked inside. At least they had water. Not a lot, but still. Water.

Tony's armor was down. They'd been on vacation. Well...he'd had a couple of meetings, but when he'd found out that they were in Australia and that Penny loved the beach, he'd invited her along under the guise of an internship retreat or something…either way, her aunt had bought it. Did he sometimes feel bad about lying to the guardian of a fifteen-year-old girl about the reason she spent time with him? Of course. It was just a little suspicious, a grown man lying to a teenage girls aunt about taking her out of the country. But he had little choice.

The attack on the meeting had been because of him. They'd wanted him. And all he'd been able to do was run. Because they'd taken out his suit first. He wasn't sure what kind of weapon it had been...one second he'd been jumping out a window, armor forming around him, and the next he'd been dropping like a dead weight, heart in his throat, mouth open in a frozen scream. He'd thought he was going to die.

And then Penny had swung by, catching him with a grunt and holding him tight as she'd swung around Sydney. He'd held onto her, probably too tightly as he'd gripped her shirt, nauseous from the swinging and jumping and moving...but she'd lost them. Tony had managed to get out of the suit in a back alley, heart twisting uncomfortably at the thought of leaving it there, but he'd had no choice. He had to get out...away from Hydra. More importantly, he'd had to get Penny out. But Hydra was everywhere, one of the three constants in his life (along with death and taxes) and thus had begun their time on the run.

Penny had been the one to go into the closest shop to buy them clothes, and they'd changed in the alley, taking turns behind a dumpster. He'd pulled a touristy "Australia" ball cap over his hair and shoved a pair of black mirror sunglasses on his face while she'd pulled her hair back and threading her ponytail through her own cap with a kangaroo on it.

He'd rented a car with cash, her waiting outside the dealership. Nothing fancy…driving on the left had been an experience, but nothing he hasn't done before. They just had to make it to the meeting point...Rhodey had texted it to him before he'd ditched his phone, paranoid about being followed. About being tracked. He had no suit, no weapons, and barely any cash. And Penny was nearly in the same boat.

The girl had been waiting close by during his meeting, reading at a coffee shop, when her weirdly helpful senses had gone off and she'd ducked into an alley to shove her spider suit on and give him a hand. So she had her suit, but it kind of attracted attention, and if they were attacked, he wasn't sure that she could get it back on in time to be able to fight. And he'd be no help. So he was taking every precaution.

The cut on the side of Penny's head worried him. It was still bleeding, red soaking through her brown hair and dripping a little onto her t-shirt. She was walking straight, though, not stumbling as they trekked through dirt and sand and scrubland. Snakes darted around in the corner of his eye, and he wondered which spiders would kill them and which would just permanently maim. Then again, she'd been bitten by a spider and she was fine. Well...relatively fine.

The car had been working fine. Penny had tucked herself into the passenger seat, backpack between her feet, head resting on the window. "Are you okay?" He'd asked, voice soft and tense. He hadn't really had a chance to check on her since she's saved him. He'd been too focused on getting her home safe and away from Hydra fanatics that wanted him dead. So he'd used cash and worn a disguise and tried to make himself unnoticeable.

"Huh? Yeah, I'm fine." She'd assured him.

"We're going to be okay." He'd promised, reaching out, squeezing her leg. She'd done exactly as he'd asked, never stopping to question him. She'd followed orders...Cap would have been so proud. But he knew she might be freaking out. "We're going to meet Rhodey at the coordinates he sent me. It's about a day's drive but we can make it. He's on his way in the jet with the team."

"I know." She'd smiled up at him, seeming bewildered. "I know you'll get us out." And there hadn't been an ounce of doubt in her eyes. She trusted him implicitly.

"Here." The girl pulled him out of his thoughts, holding out a bottle of water that she's admitted she had stolen with no small amount of guilt. The girl might as well have been a Girl Scout…she was always prepared. "You should drink something." He took the bottle, swallowing almost half, then handed the rest to her. She drank about half of what was left and then put it back in her backpack, shoulders already turning red from the sun that beat down on them.

The kangaroo had come out of nowhere four hours after they'd left the city and entered what the locals called the 'bush.' It was kind of a misnomer...there were very few bushes. Mostly just sad looking, naked trees and rocks. In the distance, he could see trees, and he longed for the shade he knew they would provide. But every single step they took seemed to take them further away from the trees.

They had been on a long stretch of highway, practically empty, and the animals had shot out in front of him. He hadn't even had time to stop before the crash, the windshield shattering, the entire front end of the car caving in, and even in the chaos of the crash, he'd winced at the sound of Penny's head hitting the window. He'd braked hard, the car veering despite his best attempt to keep the vehicle on the road, and then the car had crashed into one of those naked trees and his seatbelt had held him hostage against the seat.

For a second, he'd just gasped for breath, hands shaking on the wheel, but then he'd turned to Penny, his brain reminding him that the girl was still with him...that he had to look out for her. "Penny?" He'd asked, reaching out a careful hand and touching her shoulder. She'd turned to blink at him, dazed, and he'd spotted the cut on her head and the spiderweb crack on the window. "You okay, kid?" She'd nodded. "Alright. Let's get out of the car." He had undone his seatbelt, jumping out of the car and yanking her door open. Grabbing her backpack and hoisting it onto his own back, he'd held out a hand, pulling up out of the car.

"Can you fix it?" She'd asked, blinking and staggering beside him a little, and he'd held up upright.

"Probably, but not in time to get us to the meeting point. It looks like we're going to have to walk, Pen." He'd knelt down a little, trying to look in her eyes. "Okay...you with me?" She'd blinked, rubbing a hand over her face, the blood dripping from her fingers.

"Yeah...yeah. I'm okay." He hadn't quite believed her, but he hadn't had much of a choice. So they'd started walking, and after a few moments, she'd seemed to be okay. Now she was keeping up with him easily, wiping her face and trying to keep the sweat out of her eyes. Dropping the water back into her backpack, she looked around at the empty landscape. They couldn't even see the road anymore, but according to the GPS in his watch, they were on the right track.

It took another hour for his legs to buckle, and she was there, grabbing him and holding him upright. The cut was healing...she looked okay. But his legs felt like jello and he was so hot. Was he back in the desert? Afghanistan. He'd been in Afghanistan. "What?" She asked, and he shook his head, trying to focus on the girl in front of him. Penny. He had to take care of Penny. "Mr. Stark...we're in Australia." She reminded him, holding him up. He found himself leaning on her too much...she was strong. He remembered that. "Here, drink some water." She urged, pushing something into his hands, and he took a long drink, the sun...it was so hot. So unbearably hot...and the water wasn't even cold. "Mr. Stark? Sit down for a second." She suggested, easing him down on the ground.

Suddenly she was shaking him. He jerked awake, not having realized he was sleeping and was stunned to find her crying. She'd been so strong...unbreakable. Dependable. Why was she crying? What had happened? "Penny?" He asked, lifting a tired hand to her arm. "Penny, kiddo? What happened?"

"Wake up. You have to…" She sniffed, wiping her eyes quickly as if embarrassed. "We have to keep walking." Walking? Why the hell did they have to walk? It was too hot. She stood up, pulling on him until his legs were under him. She draped an arm around him, squeezing his side. "Come on. We have to meet Rhodey. Remember?"

Vaguely. He remembered Rhodey. Rhodey...he had to meet Rhodey. Because of Hydra. Hydra was after them and he had to keep Penny safe. They were in Australia and it was hot and he'd wrecked the car. "Penny?"

"Yeah?" She asked, and he tried to walk on his own, letting her press another bottle of water into his hand. He took a long drink, handing it back to her, and she shoved it back into her backpack.

"You gotta drink too."

"I did." He hadn't seen it..but he was too tired to ask again. Instead, he focused on putting one foot in front of the other, and what felt like every few minutes, a bottle of water was pressed into his hands until they were sitting down.

"We stopped." He was leaning against a tree, mostly in the shade, and the sun was going down. Had they been walking all day. He looked down at his hand. Water. An empty bottle of water. He must have finished a bottle. At his feet was a backpack, and he counted four empty bottles and one in his hand. Rubbing a hand over his eyes, he looked around...then froze. Penny. Penny was on the ground beside him, head resting on the dirt. Her face was bright red, eyes half open.

"Penny? Penny!" He shook her, blinking against lethargy. He couldn't fall asleep again. She'd gotten them to the meeting point. Rhodey would be there any minute. But she wasn't moving and she was barely breathing and he pressed two shaking fingers against his neck. Weak pulse. He scooted closer, shifting her until her head rested on his lap. "Hang on, kid…" He looked down at the water bottles but they were all empty and he couldn't make his legs move to get up and there was no way he could find more water.

It took fifteen more minutes for the jet to appear, and Natasha was the first one off the jet, Rhodey right behind as they took in the two of them. "What the hell…" Rhodey had started.

"Shey's dehydrated...gave me all the water. I didn't know...she said she was drinking it."

"Okay...they're both dehydrated." Natasha knelt down, scooping the girl into her arms and hurrying her into the jet while Rhodey helped Tony up. "I'm going to get her on fluids. You too, Tony. Clint, get us out of here!"

Letting them shove a needle into his arm, he watched them do the same to Penny and swore that he'd never let something like this happen ever again. And that if it did, he'd keep an eye out for kangaroos.


	15. Friendly Fire

**Friendly Fire**

Mr. Stark called it a training exercise. He'd brought it up about a week ago, telling her that he wanted her to meet the team. It had been a long, hard road, but Mr. Stark had finally gotten the Accords amended, and the rogue Avengers had been pardoned. She'd been keeping up with it in the news, and they'd even been studying the Accords in school. She hadn't talked to Mr. Stark about them yet. Honestly, she didn't know how she felt about the Accords either. She agreed with Mr. Stark that the countries of the world should have the right to ask the Avengers not to come into their country...especially considering how dangerous it could be when the Avengers fought, even when they were trying to help.

Penny didn't know how to feel about these guys. They'd turned on her mentor. Betrayed him. Left him for dead and abandoned him. Sure, the Accords hadn't been the best idea, but they could have worked together. Been a team. Instead, they'd turned on him. Now he wanted to fight with them again? She didn't trust them. "I don't know, Mr. Stark." She'd murmured as the two of them had worked in his lab.

"What? I'm giving you a chance to meet the Avengers, Pen!" He'd grinned, putting his tablet down. "And I know you have a crush on Thor. He'll be there." She'd blushed, glaring over from her seat. Mr. Stark had chuckled. "I'm just kidding, Pen. Why don't you want to meet them?"

"It's not that…"

"Come on. Cap wants to get the team back together...do some training exercises. Try to get us used to working together again. You're part of the team."

"I'm not an Avenger." She'd reminded him.

"Not yet," He had allowed. "But you will be. And you can always help us out sometimes." He had turned in his chair, elbows resting on his knees. "What's going on, kid?" She had shrugged. "Penny?" Sighing, she'd put down her own tablet, turning to face him.

"I just...I don't get why you want to work with them again after what they did." Mr. Stark had sighed, reaching out and gripping her shoulder.

"Look, kid, you don't have to meet them if you don't want to. I'm not going to force you. But Pen...I want you on my team. You're going to be one of the greats, and training with the Avengers will only make you better. I want you as well prepared for this superhero thing as possible."

"They hurt you." She had told him simply, dropping her eyes, and he scooted closer, leaning in.

"Kid…"

"I don't trust them." She had insisted.

"Penny." She had looked up at him again. "I get that. Really...I do. We haven't always been a very good team. But now...look, I think something's coming Pen. I think...someday soon, it's going to be all hands on deck. And when that time comes, we're going to need to be a team. So...maybe we can all learn to trust each other again. Maybe...I don't know, kiddo. Really...I don't. But I think we're doing the right thing. And the team wants to meet you."

So she had finally agreed, and they'd set a date and time...an appointment which she was now on her way to in the back seat of Happy's car. "So...do you know Captain America?" She wondered. Happy shot her a loot.

"We lived in the same building for years, kid. Of course, I know him." She sighed, dropping her head back against the headrest. They drove for a while in silence, then he looked at her in the rearview mirror again. "Don't be nervous, kid. We all know what you can do."

What she could do. Sure, she was really strong and she could heal from bumps and bruises faster than most people, but that didn't mean she fit in with these people. She was a child to them...barely 16. They wouldn't take her seriously. And she didn't really blame them.

She entered the compound, dressed in her jeans and t-shirt that had Stark Industries printed on the front...the one Mr. Stark had given her to help sell the internship. It was already worn and comfortable, and in her backpack was her suit. She headed straight for the living scares just as Mr. Stark had asked her to, and found the man sitting at the kitchen counter, one of his fancy bottles waters in hand. "Hey, Pen." He jumped off the stool, tossing her the water. She caught it easily.

"Are they here yet?" She asked, jaw tight. He nodded, then tossed her a bag that had been sitting beside the counter.

"Down in the training room. I told them we were just waiting on you. They're all warming up. Go ahead and get changed into that and we'll head down."

"My suit?" She asked. He watched her hands fidget with the cap of her water for a moment.

"That's a training suit. We're not really suiting up right now...thought it might...well, we thought it would be more casual." He gestured to the bag again, and she carried it into her room, pulling out the new outfit.

It was a dark blue suit, not the same material as her usual one. Much darker. Almost black. In slight contrasting gray was a large spider that covered her chest and torso. It didn't have the built-in shoes like her other suit either...he'd given her new boots. Black with red spiders on the sides.

Pulling her hair back into a ponytail, she stared at herself in the mirror. There was no mask. They were going to see her face. Know who she was. But Mr. Stark trusted them, at least somewhat, and she trusted Mr. Stark.

She stepped out of her room and headed back into the living room. Mr. Stark was waiting, and he looked her up and down with a nod. "Everything fits? How is it to move in?"

"Seems fine." He handed her two web shooters that she snapped onto her wrists, extending over her bare palm.

"We'll test it today. Let me know if anything needs adjusting." He patted her on the back. "Don't be nervous." He told her a little softer. "It's just a training exercise. To see how we all work together as a team." Nodding, she let him lead her to the elevator, and then the doors were opening, leaving them in the training room.

Mr. Stark didn't drop his hand as he led her into the room where the others waited. All eyes were immediately on them, and it took every ounce of her control to keep her face neutral. His thumb rubbed over her shoulder, calming her, and she took a deep breath, examining them right back as they all started.

"Alright. Everyone, this is Penny. Spidergirl. Penny, this is Steve, Bucky, Sam, Clint, Natasha, Wanda, Scott, Thor, And Sam. And you know Rhodey and Vision." She looked them over, trying to find a friendly face. Rhodey seemed happy to see her again and waved, and Vision nodded. But the woman beside him, Wanda, looked unsure. Suspicious.

They were all dressed similarly to her, not in their usual suits, most with some kind of weapon. "You're Spidergirl," Sam asked, lifting an eyebrow. Falcon. Falcon was staring down at her like she was a little girl instead of a superhero.

"I am." She told him, fighting the urge to cross her arms defensively. Tony patted her on the back, then headed further into the room to join the loose circle, Penny following.

"She is. She's not an official Avenger just yet, but neither is Scott so…". He trailed off and the one that could apparently get really tall and who'd knocked her into those crates at the airport lifted his own eyebrows.

"I'm sorry...how old is she?"

"She's none of your business," Tony spoke firmly. Not mean, not snarky. But like he meant business. "Penny is with me, and I'd bet she can outfight you any day, so let's just leave it at that."

No one else asked about her, but she was getting plenty of funny looks. Then Captain America finally spoke. "Okay...now that we're all here, I thought we should try to train together. And to figure out where we want to go from here if we're going to get the team back together." Steve glanced over at Tony.

"Anyone that wants to live in the compound is welcome. Your rooms haven't changed."

"What? You didn't throw away all our stuff?" Clint gave the younger woman a look, but she continued to glare at Mr. Stark. Penny felt her jaw clench, hackles raising, but Mr. Stark only gave the young woman a pointed look.

"No. I don't touch other people's things." He told her, voice cold. Penny caught Wanda's eye as the conversation turned to who would be moving back, and she found herself staring the woman down, Wanda's eyes narrowing in confusion as the two stared at one another.

"And of course, anyone that doesn't want to be on the team can leave anytime. The Accords are basically gone but there are still guidelines in place." Captain America glanced back over at Penny. "Do you live here?" He wondered, and Penny shook her head, tearing her mind away from Wanda.

"No. I live in Queens."

"Right." He smiled a bit, pointing to himself. "Brooklyn. But this will be a base for us…". He glanced over at Bucky. The man with the metal arm. The reason Steve had betrayed her mentor in the first place. "If it's okay, Tony, we'll be staying here for the most part." Her mentor nodded, and she wondered if that was really okay...if he could really share a home with the man that had unwittingly murdered his parents.

For a moment, Penny wondered if anyone else was going to talk...or if they were all going to stand in uneasy silence, old and new Avengers. It seems the latter until the woman, Natasha, spoke. Black Widow. "You mentioned a training exercise."

"Right. Just something to...to get us working together." Steve looked around at all of them, gaze landing on Penny for a moment. "Penny are you...are you going to be participating?" She glanced at Mr. Stark who nodded.

"Yeah, I am." She wanted to add 'if that's okay,' but didn't. She wanted to be there for Mr. Stark and she wants them to see her as an actual hero, not a little girl. So she just nodded, keeping her face neutral, and Steve accepted it immediately. "We have some training bots...Tony can set the difficulty and control things from the balcony." He gestured to a glass-enclosed area up on the fourth floor of the huge open area. "We work as a team to take them down."

"All at once?" Clint wondered.

"Nope. I say we split up into teams and see which team is the fastest." Everyone agreed, even though Penny didn't put her two cents in, and wasn't entirely comfortable working without Mr. Stark. Still, she wasn't about to throw a fit about it. She wasn't a child. She could work with the Avengers.

"Who are the captains?" Bucky asked.

"Tony, why don't you pick." Steve offered, and Mr. Stark nodded, gazing at all of them thoughtfully. Penny wondered if they'd done this before. Were training exercises something they'd done often? Did it bring back memories for Mr. Stark? Had he missed his team?

"Rhodey and Sam." Both men nodded, and Mr. Stark took a step back to watch the teams form, giving Penny a reassuring smile when she glanced over at him.

Sam picked first, pointing right at Steve. "You're on my team, Cap."

"Bucky." Rhodey chose to Penny's surprise.

Penny felt a sense of dread...was she going to be picked last? Would this just be just like gym class, but more embarrassing? But after Rhodey picked Thor and Sam chose Clint, Rhodey pointed to Penny. "Penny." He gestured for her to join him, and she did, almost exhaling in relief. In the end, her team was Rhodey, Thor, Bucky, Natasha, and Wanda, while the others were with Sam, minus Vision who wouldn't participate, as the robots would be no challenge for him.

Penny waited outside the room with her new team, all of them placing comms in their ears while the others went into the training simulation which had been set up with obstacles and the robots they would be fighting. Rhodey got into his armor, him, Bucky, and Natasha loading guns that would take out the robots. Penny made sure her web fluid was full, while Thor tossed his hammer and Wanda waited in the corner away from everyone,

Penny thought about approaching her...about saying something to her. They'd never really been introduced, but the others didn't know her either, minus Rhodey, and so she saw no reason for them to want to talk to her. She decided to focus on doing her best and would try to befriend them later.

It took the other team nearly forty minutes to clear out the training room, during which Penny waited in a chair by herself mostly. Rhodey did come over for a little while, chatting with her and asking vague questions about how she'd been, obviously not wanting to bring up school and reveal her age. After he left to talk to Thor, Natasha approached. "So...another spider?" She asked with a slight smile.

"Yeah, I guess," Penny answered, feeling shy around the super spy. The woman's smile widened.

"I think there's room for two of us on the team." She assured Penny, leaning back against the wall and waiting in the chair beside her.

When it was finally time to go in, they entered the training room to find it transformed. Huge sections of the floor had been lifted up to appear as buildings and landmarks, and she wasn't sure how big the training room was, as she'd never seen the whole thing, but it looked like walls had been lowered. The room was three stories high in some places, four in others, but the ceiling had been retracted, showing the bright sunlight overhead.

They entered slowly, the door closing behind them, and on the closest wall were two digital clocks, one at 0, the other at 41:33, which Penny assumed had been the first team's time. She looked to Rhodey, as did the others, and they all waited until the clock suddenly began counting...and then the robots poured into the room.

Penny shot into action a split second before the others, shooting a web and flinging herself into the air, then gripping a building and climbing up to the top of one, easily dodging robots that came at her. They seemed to be equipped with some kind of tasers if they got close enough to touch you, but they never did.

She waited for a command, all of the rest of her team spreading out to fight, guns going off and hammer flying. Figuring she could go ahead and take some down, she shot one with a web, yanking it back towards her and slamming it down onto the roof. It was easy to kill and fairly simple to avoid the taser appendages that tried to shock her.

Once that was done, she glanced down at her team. Wanda was using her weird red powers to knock them into one another, Thor was slamming his hammer into them, and the others were shooting them down. They were only at 10 minutes, but things seemed to be going okay. She nabbed another one from the sky, making quick work of it with only a minor shock to her arm.

She shook it off, swinging around the group and grabbing one that had been going for Rhodey and pulled the thing apart. "Alright. Good job, Spidergirl. We're making good time, guys. Let's…". And just as soon as he started to finish that sentence, the robots all seemed to pause, then retreated.

"What the hell?" She heard Bucky ask.

"Alright. We need to track them down. Everyone split up into teams. Wanda, some with me. Natasha, you're with Thor. Bucky, you're with Penny." If the metal-armed man had a problem being stuck with her, there was no indication of it on his face. "We'll take the left, Nat and Thor, center, you guys, go right. Let's make a sweep and see how many we can knock out." He ordered, and the three groups obeyed.

Because of the makeshift buildings, it was impossible to see all the way to the end of the training room, so Penny let Bucky lead, him on the ground and her crawling along the sides of walls. "You know that's really creepy, right?" He asked after a minute, and she glanced down at him, smiling a little. Even as she answered, she continued to crawl along the walls.

"Good. You think it'll scare the robots." He gave a chuckle, shaking his head, and was about to reply when Penny sprung past him, tackling a robot that had come from one of the alleys, pinning it while Bucky rushed forward to slam his metal fist into the thing's middle. They weren't too solidly built...she guessed they were more to practice their tactical skills than actual combat.

"So...how old are you, Spider-kid?" Bucky wondered after a moment of moving forward once more. She shot him a look at the name. Her senses were quiet for the moment, so she wasn't worried about an attack, but she still didn't know how much she trusted this guy. Well, actually she did. She didn't trust him much at all. But at the moment, the two of them sneaking along, he was her partner. Sort of. Training partner. She guessed that meant she'd have to trust him a little.

"Sixteen," She told him quietly, creeping around a corner by gripping the wall. He held back, watching and holding his gun in front of him. "Clear."

"Where did Stark find you?"

"Queens." He chuckled a little once more, shaking his head, but then he was holding his gun up. She backed out of the way, moving just as he shot the robot emerging from around the other corner.

"Good reflexes, kid." He murmured, and they moved forward again, both careful and nearly silent as they listened for the quiet humming of the training robots. She wished they knew how many there were. At least then they could figure out how many more they'd have to take down. Still, she and Bucky moved in relative silence, taking turns checking corners and watching for the robots.

It was all going fine until he stepped out from behind a building. Thor and Natasha must have already made it to the end of the room, and Penny's spider senses exploded. Thor's hammer shot straight through a robot...and was heading for Bucky. Bucky was going to get hit. And even though he'd hurt her mentor, and even though she didn't know if she trusted him, they were working together. Mr. Stark had somewhat forgiven him. Maybe. He was being civil...and they were on the same team.

Penny moved without thinking, lunging forward and shoving the man with one hand, the other wrapping around the handle of the hammer, bringing the thing to an abrupt halt. She swung it at another robot that shot forward, crushing the head and knocking it to the ground, then spun to face Thor, tossing the thing back, feeling like an actual Avenger for the first time that day as she landed, knees bent, one hand bracing her on the ground. Then she looked up to check for more danger and found the others all staring.

Everyone was frozen. She paused, very aware of all the eyes on her, self-conscious as she looked around. Bucky was the closest, looking down at himself and then at her. Thor had caught his hammer and was holding it limp in one hand, looking at her. Silent. Dumbfounded and impressed. She fought the urge to hide...to go back to Mr. Stark and tell him she didn't want to do this. Had she done something impressive? Sure it had felt cool at the time, but they were superheroes!

"Hey? Why the hell are you all standing around? We aren't done!" Rhodey's voice came from the other side of the open area where they'd all gathered, him and Wanda rushing into the area. "What's going on? Is someone hurt?" He demanded into the comm, still too far away to just talk to them.

Thor was the first to snap out of it, speaking into his own comm. "The girl is worthy." He told them all, and Penny didn't have time to figure out what that meant because more of the training bots appeared and it was more fighting and jumping and twisting out of the way and trying to back her team until finally, at 39 minutes and 47 seconds, the room went still, the last of the robots falling to the ground thanks to Bucky's gun.

The door to the training room opened, leading back into the waiting room off to the side where they'd all met and waited before and Penny followed the others, really to see Mr. Stark again and maybe hide out for a while. Sure, it had been kind of fun, but also weird. And awkward. She still didn't feel like she knew any of these people. As they entered the room, they were greeted by the others who started to comment on how close it had been when Mr. Stark hurried down, the look on his face putting an end to all conversation. "Did she really do it?" He asked Thor.

There was silence until Thor nodded, a growing smile on the Asgardian's face. "She did."

"Wait...what?" Sam asked, looking between Mr. Stark and Thor. "Who did what?"

"The girl is worthy," Thor said again, and everyone turned to look at her once more. She felt her cheeks redden, wanting to take off...maybe hide somewhere. But Mr. Stark chuckled, reaching out and throwing an arm around her shoulders and holding her in place.

"Worthy?" She finally asked, hoping he would explain.

"Yeah, kid. Ever wanted to rule Asgard?"

"Um...no…" A few of the Avengers gave surprised chuckles, and Tony ruffled her hair.

"No one else can lift it." He explained.

"Wait...Penny can lift Thor's hammer?" Steve asked, seeming confused. In response, Thor held out the hammer.

"Go ahead." He offered. She glanced up at Mr. Stark who nodded, gesturing for her to go ahead, and she took a step forward, reaching out and taking the hammer. It was kind of heavy, but not really. Not to her. It seemed to hum, just barely, and she swung it easily, wondering why they were making such a big deal of this.

Natasha gave an incredulous laugh, and Clint shook his head, jaw unhinged.. "No way." He murmured.

"It's not that heavy." She told them, holding it out to Steve.

"Only those worthy to rule Asgard can lift my hammer," Thor informed her.

"What? How could it even determine that? Is it magic or…" Steve took the hammer and as soon as she opened her hand, the hammer crashed to the ground, Steve's arm going with it. She took a startled step back, looking up at Mr. Stark who was fighting back a laugh at Steve who had given up on trying to pick the picture up. "How does that even work? How is he not worthy? Are you worthy?"

Mr. Stark laughed a little. "Nope. None of us are except for Thor. And you." He tapped her on the shoulder, his smile proud. "But I could have told you that."

Thor grabbed his hammer, dropping a massive hand onto Penny's shoulder. "For the next training exercise, I would like the Spidergirl on my team."

"No way. Us spiders are sticking together." Natasha gave her a warm smile, but Tony pulled her back, arm firm around her shoulders.

"I don't think so. The kid stays on my team. I found her, so I get permanent dibs."

Honestly, she thought as she leaned against Mr. Stark's side, that sounded pretty good to her.


	16. Self-Sacrifice

**Self-Sacrifice**

"Do you care if we stop at the bank?" Penny looked up from her phone as she sat between MJ and Ned. She'd been texting Mr. Stark who was currently in Dubai for...something. Business, probably. Not a vacation. The man didn't take vacations. But he'd invited her along and she'd had to say no because of school. And homework. And the fact that May had no idea what she did during her evenings in a spider costume. Suit. It sounded better when she called it a suit. "I need to stop and get some cash out."

MJ was the only one of them that had an actual job (she worked at a bookstore after school on weekends) and an actual bank account. Still, she mostly just used it to get money out and carried cash like Penny and Ned, who got their spending money from their guardians like most fifteen-year-olds. Penny had a savings account she wasn't allowed to touch, and Ned had some kind of special college fund, but neither of those things required visits to the bank.

The three were on their way to the mall to window shop and look at video games and generally just be teenagers. Both MJ and Ned knew about her secret identity, so they'd made an effort to get her to do more normal stuff, something Mr. Stark was totally on board with. "Sure." Penny agreed, tucking her phone into her purse. There was a bank just a few blocks away from the mall, and she doubted it would take too long. Ned, of course, was fine with it. They weren't exactly on a schedule. May's parting words had been 'be back before dark' so Penny figures they had plenty of time to spend money and play around.

She only had about thirty dollars, all saved from her meager allowance and babysitting the little boy next door. Mr. Stark had offered her money before, but she always turned him down. No way she was taking anything from him. He'd already given her a multi-million dollar suit! And the internship wasn't even real! Sure, they hung out sometimes, and he even let her work in his lab once a month. But she didn't work for him.

They got off the subway and climbed the stairs, quickly making their way through the crowds of people toward the bank. Penny's spider sense was going off...not loud. Just a twinge at the back of her neck, and she looked around, trying to see if they were in any danger. She didn't see anyone suspicious...well, no more than usual in New York, so she tried to quiet it down as she entered the bank with her friends and waited with Ned in the back while MJ got in line.

Penny always felt weird in banks...like the tellers knew that she was just a little girl without any money and that she should just stay in the back. Keep out of the way and keep quiet. Sometimes they even offered her a sucker or a piece of candy. She always took it, but still.

Her phone buzzed and she glanced down. It was from Mr. Stark. "Business meetings are the worst. You sure you don't want me to fly you down?" She laughed a little, typing back a message.

"I have homework, remember?" His reply came almost too quickly.

"Surprisingly they've invented something called a 'backpack' which allows the user to carry things, even onto an airplane. We'll pretend it's an internship conference or something. I'll even get you school credit!" She grinned, showing the message to Ned before looking around the bank. Her senses were tingling, but everything looked normal.

There were two tellers working, one man helping an elderly man and the woman helping a woman with a little boy holding her hand. In an office a few feet away working on a computer was a woman that Penny assumed was a bank manager.

The woman with a child left, freeing up a space for Michelle, and the elderly man followed soon after. The man who'd been helping him gestured toward Penny and Ned, but they waved him off, Penny telling him that they were with MJ, and Ned playing a game on his phone. She pulled her own phone back, about to ask Mr. Stark when he'd be back to the states when a shiver went up and down her back.

Her senses were still going off, the sensation so strong that it almost hurt. She was just about to mention it to Ned when the doors flew open and four people in ski masks stormed in, guns waving wildly around, one shooting at the ceiling. Penny grabbed Ned's hand, heart pounding in her ears, when a gun was pointed at her face.

"On the ground! Now!" The leader screamed although the man pointing a very large gun at her didn't speak, and Penny knelt beside Ned, both of them laying face down on the floor, her hiding her phone in her palm. It was already open on a message to Mr. Stark. But Mr. Stark was out of the country. Still, it was her best shot. She couldn't risk texting...the man in the mask was glancing back and forth between and her Ned and she cowered behind her friend, trying to hide the phone as she opened his contact and hit 'call,' praying he would answer.

Distantly under the sound of the leader yelling, she heard Mr. Stark. "Penny? What's up?" Knowing she was being stupid by speaking up and drawing attention to herself but also know she needed his help considering the civilians, she made her voice as terrified as she felt.

"Please...we don't have any money please!" The man's foot pulled back, slamming into her ribs, and the leader whirled around. She couldn't help the gasp as she curled up into a ball, groaning at the pain.

"Shut up! Everybody down!" Another armed gunman released another rapid series of gunfire at the ceiling and they all cowered, her holding the cellphone face down and praying that Mr. Stark had heard as plaster rained down from the ceiling. He had to be sending help. She had to trust him.

MJ was laying face down on the floor, terrified eyes on Penny, and Penny tried to look reassuring. Like she had this handled. Like she wasn't terrified too. She was Spidergirl. She would get her friends out of this.

"Everybody down! You, get out from behind there, now!" The robber, the only one who'd spoken, shouted at the woman, then held out a bag to the man. "Fill it up! Now! You three, empty your pockets. Give him your purse!"

Penny had to tell herself to stay calm. Mr. Stark was sending help. He had to. He could send one of the Avengers. They hadn't exactly spoken to her much, but she'd worked with them once and had run into them at the compound a couple of times so that was something. Glancing up, she tried to unobtrusively observe the robbers as she pulled her purse off of her shoulder, pushing it over, and slipping her phone into her pocket, praying they wouldn't check for it. She hadn't been able to check and see if Mr. Stark was still on the line. Ned handed over his phone, and MJ gave them her purse to the man closest to them who had yet to speak but had that gun ready.

There were four robbers. The leader stood in the middle of the room by Michele and two stood in front of the teller with open bags. The fourth stood over Penny and Ned, gun drawn. "Get up!" The leader snapped at MJ, while another robber threw open the door the office where the woman had been working, dragging her out by the hair. She broke away from him after a second, running for the door, and Ned screamed when she went down with a burst of gunfire.

She grabbed him, hard, clamping a hand over his mouth when the leader grabbed MJ by her upper arm, dragging her over to where Penny and Ned lay by the wall. She reached out a hand for her friend, grabbing Michelle's arm and pulling her close. She had to protect her friends. It was her number one priority. She had to save them

The leader was screaming at the man who was hurrying to fill the bag, both tellers staring at the woman on the floor in horror, blood staining the carpet around her. One of the tellers, the man, was then yanked away from the counter and thrown toward the three teens, shoulder slamming into the floor. Penny gripped MJ's hand a little tighter, trying to keep her friend close. "It's okay...we'll be okay." She mouthed. MJ nodded. She was Spidergirl. She would get her friends out of this. The woman remained over by the counter but didn't move as one of the robbers jumped behind hte counter, filling the bag with money himself.

The sound of sirens came a few minutes later, right after one of the men had gone into the back room, and Penny almost exhaled in relief. Maybe this could be over soon. Already it felt like they'd been there for hours, but maybe not. Maybe it had only been a few minutes. She didn't dare glance at her phone to check the time, and there were no clocks on the wall.

"We won't say anything. We haven't seen your face, we can't identify anything about you." The male teller tried to sooth from where he had landed behind Penny, pushing himself up on his knees. He'd been silent since being thrown to the ground, but now he stared up at their captors. "We don't know anything. Please. Just let us…". The gun whipped through the air, slamming into the side of his head, and with a moan, he slumped to the ground. MJ tightened her hold on Penny's hand.

"Keep your heads down. Don't look. Don't talk." She whispered, and both of her friends complied. She remembered her uncle, all of a sudden. Remembered the man pulling a gun on him. She had to fight to push that thought away. She couldn't lose her head. Not now.

"What did you just say?" The leader asked Penny, dropping his gun to point at the ground, eyes glaring down at her. He had blue eyes. Like Captain America. But mean. She shook her head.

"Nothing." She murmured, shifting a little on the hard floor between her two friends, and his eyes narrowed.

"What the hell is that?" He asked. She frowned, looking around, and he reached down, grabbing her by the upper arm and yanking her to her feet, then grabbed for her hip. She froze, then flinched when he pulled out her phone, holding it up to her face. "I told you to hand over your phones!"

"I forgot...I thought it was in my purse, I…" Penny stammered. She could have dodged the punch that came next. It probably would have been better if she had. But she couldn't give away her identity...couldn't make him suspicious, so she let his knuckles slam into the side of her face, eyes going out of focus for a moment. His iron grip on her arm kept her upright, and then he threw her back down to the ground, dropping her phone and crushing it under his heel.

"Penny! Hey, leave her alone!" Ned cried, and then the gun was pointed at him.

"Shut the fuck up!" He snarled, and Penny hurried to push herself up and get between her friend and the gun. Behind her, she heard Ned and MJ both hold their breath, going silent. The man stared her down for a second, then gave an unamused scoff. Outside, sirens were right outside the door, and she could hear police officers speaking. Talking over radios. Had Mr. Stark sent the police? Or had they been alerted some other way?

"We need to go." Someone murmured...one of the other robbers who hadn't spoken yet. She kept herself between them and her friends, listening desperately. He'd sent help. Right? He had to have sent help. The leader glanced at the door, then at her.

"Alright. You. Girl. You're coming with us." The leader pointed at MJ, but Penny shook her head.

"No. You're not taking her!" She jumped to her feet, shielding MJ who remained on the floor. "You're not taking her." He lifted the gun again, the barrel pressing against her forehead. "You're not taking her." She told him again, voice wavering. She wasn't bulletproof. She knew that much. But she couldn't let them take Michelle.

"Just take that one. Let's go!" The other guy snapped, and the leader swore, grabbing her by the hair and yanking her toward him, gun pressed to her temple.

"Walk." He snapped, shoving her forward as they headed toward the front door. "Go out the back. I'll hold them off." He ordered the others who all took off, and, stepping over the dead bank manager, they moved to the front door. "Make a move and I'll blow your brains out, do you understand?" He murmured, lips too close to her ear, and she nodded. Whatever he wanted. As long as he didn't hurt her friends.

The man shoved the door open, pushing Penny in front of her. "Alright, here's what's going to happen!" He announced. There were six cop cars and a lot of police officers, all of them pointing guns in their directions. "I'm going to walk away, and I'll leave this one somewhere safe. You make a move, I'll blow her brains out. Everyone understand?"

"Let the girl go!" One of the cops shouted, and Penny scanned the crowd, desperate to find an Avenger. She could take this guy out, no problem. But not in front of all these people...not with a gun to her head. She stumbled as he backed away down the sidewalk, one arm tight around her throat, gun pressing into her temple. "Let her go!" He ignored them, and they edged forward until he cocked the gun.

"Take another step and you'll be cleaning this kid off the sidewalk." He threatened, squeezing her a little tighter. She kept scanning...kept looking. Hadn't he sent anyone? Was anyone going to help her? The police were apparently useless...he kept backing up, then they were turning a corner into an alley. She didn't see anyone, so she took a risk. Grabbing his wrist, she squeezed hard, and he swore loudly in her ear. She stomped his foot then, taking a step forward as she broke his hold, and that's when the gun went off.

The pain in her back was instant...firey, hot pain that sent her sprawling. She screamed, barely managing to get the sound out before a gun went off again...and the robber went down, vacant eyes staring at her from behind his ski mask. She gasped for air, tears gathering in her eyes as she tried to push herself up. Who had shot…that thought was cut off as someone landed in the alley, knees bent, head down, and she found herself staring at the Winter Soldier.

"Stay down, kid." He urged, holstering the gun he'd used to apparently kill the man who'd been holding her hostage.

"You killed him..." She gasped out.

"Yeah. Better him than you." Bucky Barnes pressed a finger to his ear. "I've got her. I need medical. Now. She's hit." He knelt next to her then, blocking her view of the dead man on the ground...the second dead person she'd seen that day. Heart racing, she sniffed, doing her best not to cry in front of the Winter Soldier. A hand pressed against the wound on her upper back right by her shoulder blade. "Kid, can you move your legs?" He asked, and she managed to flex both of her feet, nodding.

"Yeah…" She choked out.

"Good. Here. Squeeze my hand." He ordered, taking her left hand, then her right when she managed it. "Help's coming." He promised. "Stark called us...Steve and Nat are taking out the others. They're on their way. We're going to get you to Bruce, okay?" She nodded.

"Okay." A tear escaped and she broke out in sobs, forehead resting against the dirty concrete. "Sorry." She whimpered, and he pressed his hand against her back. Not the colder metal one...his real hand. Hesitantly, he rubbed circles into her upper back.

"You're okay. Don't be sorry." He murmured, surprisingly soft. "You're going to be fine." He shifted behind her and pressed something to her back, probably trying to stop the bleeding. "Stark's on his way back. You're okay." She'd never even talked to this guy before. Bucky Barnes. She could sum up everything she knew about him in a single, double-spaced typewritten page. But she never would have guessed that he would one day be kneeling beside her, holding a rag to her back, quietly assuring her that she was going to be okay. He probably thought she was a child. Just a kid that shouldn't be swinging around the city and fighting crime.

She squeezed her hand into a fist, body jerking when another wave of pain went through her. "My friends...are they okay?" She asked.

"They're fine. EMT's are checking them over." He hesitated. "I heard the girl...you wouldn't let them take her. Made them take you instead." She nodded.

"Couldn't let him hurt her." She choked out, shuddering from the fire in her back. He pressed harder on her back.

A car pulled up to the alley then, and she looked up as the Falcon jumped out, joining her and Bucky in the alley. "How bad is it?" The man barked.

"She's losing blood but she's conscious and she can move her legs."

"Good...alright, Spider-Kid, let's get you in the car." He knelt down, he and Bucky working together to get her into the car. She gasped, managing to get one arm over Sam's shoulder, and the two half-carried her to the car, Sam jumping into the driver's seat. "How you doing, Penny?"

"I'm okay." She choked out.

"Tony's on his way. He's going to talk to your aunt...tell her that we've got you. He should be here in a few hours. Bucky?"

"She's losing a lot of blood," Bucky warned, and Penny felt her head loll. He shifted, letting her rest on his shoulder, and he put a careful arm around her...almost like her aunt would when she wasn't feeling well. "Stay awake, Penny." She wanted to tell him that she couldn't. It hurt...she found herself gasping for air and shaking, eyes refusing to focus, and he rubbed her shoulder with his metal hand. "Stay awake."

"I'm...yeah…" She murmured.

"Shit." He pressed harder on whatever he had been holding to the wound in her back, making her flinch. "Sorry, kid. Sam…"

"We're going...we're close. I'm taking her to the Tower instead. We're not going to be able to get to the compound in time. We need to get that bullet out of her." Her head went limp against the Winter Soldier's side, and he supported her easily. "Hang on, Penny!" He called back from the front seat, but that was the last thing she heard.

There were flashes after that. Two arms, one metal, and one flesh and bone lifting her. A metal hand gripping hers. Terrible, burning pain in her back and screaming and squeezing a hand...a metal hand. Then a familiar voice and a hand brushing hair from her face. And when she woke up, it was to Mr. Stark sitting at her side, hands clasped, elbows resting on his knees. "There you are." He smiled a little. "How are you feeling?"

"I…" She blinked, looking around the room, starting to push herself up.

"No, no...you stay." He ordered, a hand on her arm pushing her back down. "Rest, kid. Just take a minute. Does it still hurt?" She shook her head. Nothing hurt.

"Floating." She slurred, and he chuckled.

"Yeah. We found you the good drugs." He took her hand, and she remembered a metal one clasping hers.

"Winter Soldier?" She asked, and he nodded, seeming to understand what she was trying to ask.

"Yeah. Barnes stayed with you all night. Said you asked him to." She narrowed her eyes, searching a brain that felt like soup. She couldn't remember that. Couldn't remember asking anyone to stay. "He actually just left."

"I asked him?" She murmured.

"Yeah. He's the one that found you. You remember?"

"Mhm."

"Alright. We can talk about this later. Don't worry about anything, Pen. You're going to be fine and May knows we're taking care of you." And then she was asleep again.

It was a week and a half before she ran into Bucky Barnes again, but when she did, she called out to him, hurrying over to catch up to him in the hall of the compound. "Hey...um...Mr. Barnes. I just wanted to say thank you...you know...for saving me." She stared shyly down at her feet for a moment, then tried to smile up at him. "And for sitting with me. You didn't have to do that so...thank you. Sorry if you felt like you had to or…" He waved her off, reaching out to grasp her shoulder.

"Don't worry about it kid." He gave her a small smile, ducking his head to look her in the eye. "You ever need help, give me a call, Spidergirl."


	17. Drowning

**Notes for the Chapter:**

> Warning!! Contains mentions of depression and suicide!

**Drowning**

‘I’m drowning.’

The thought came unbidden as Penny perched on top of the random building in Manhattan where she’d found herself. She wasn’t sure where it had come from, but she knew it was true. “I’m drowning.” She whispered it out loud, mask in her hands, twisting nervously back and forth. It was too much…all of it. She was failing. Failing and falling and drowning. And there was no one to help her. No one to pull her out of the water. No one to save her. She was Spidergirl. A superhero. How was it that she couldn’t even save herself? Lip trembling, she let the tears fall. Let them drip down her cheeks and turn from hot to cold, then dripping onto her mask. It would be fine. That was the least of her worries.

May wasn’t speaking to her.

The fight had been the worst they’d ever had. The loudest. The most furious and explosive and she’d said stupid, stupid things. “You’re not my mom! We’re not even related!” That had been the worst. The stupidest. And May had gotten this look on her face. Sick and sad and broken and furious. And May had stormed out. Actually left the apartment. Slamming the door so hard that a picture of her and Ben had fallen off the wall and shattered. And Penny had shattered too.

May had walked in on her in the suit. They had fought. Then things had been okay. Then Penny had missed curfew. They’d fought again. Then they’d been okay. Sort of. And then she’d missed curfew and gotten a C on one of her midterms and they’d fought again. A bad one. That had been five days ago. May still wasn’t speaking to her. And she didn’t even blame her.

Penny was a screw-up. A ruiner. She ruined things. Messed everything up. And how was she supposed to talk to Ned about that? He would know. He would see it too. Everyone always saw it. Mr. Stark had seen it and had taken her suit. Flash saw it and tormented her. And May…May had finally seen it. And now all Penny could feel was desperate sadness. A deep well of pain that started in her chest and moved through every part of her. Sad. She was sad. And only sad. It was all she’d felt for days now, and it was too heavy. She could barely breathe anymore. She was drowning.

May hated her. Of course she did. Her aunt would get home before Penny came back from patrols and leave before Penny left for school. It was like living in a tense, sad, prison. She felt like everything she did was wrong. Every time she made herself food or tried to do homework or took a shower, she felt like she was walking on eggshells, looking around for May. Waiting for May to come in and call her out. 'This is my house how dare you get out you don’t belong here you’re not even my daughter.’ And she wasn’t. All of it would be true. Justified. She didn’t have a family anymore. She was alone and she deserved it.

The tears kept falling, lips trembling, and she wondered if she could ever fix this. Of course not. Because she’d ruined everything. The ferry. Her relationship with her aunt…everything to do with Ben. Now her school work. She hadn’t been able to do any in a week. And decathlon…she’d been staring into space for most of it. Every second she felt just a harsh word away from tears. She was either numb or sad. Always. Nothing made her happy. Not Ned. Not MJ. Not her favorite TV shows or internet videos of funny dogs or…anything. Nothing. So she spent every spare second patrolling, and then she sat on buildings and she stared down at the ground. And thought. About drowning and giving up and how much better off her aunt would be if she just…gave up. Swam down. Drowned.

She checked her phone. She’d been up on that roof for an hour. Without her mask. She shouldn’t even be there. She should be helping people…it was the only thing she was good for. So she yanked her mask on, wiping her nose first. “Hey, Karen.” She murmured. “What have you got?”

“Penny? You seem to be in distress. Are you okay?”

“I’m fine. Just…is there any crime I need to stop?”

“There is a mugging currently in process.”

“That’s more like it.” She gave a ghost of a smile, standing and shooting a web at the nearest building. Following the line that Karen highlighted, she landed in the alley, lenses narrowing as she glared at the three men surrounded the young woman. She webbed one up easily, and the woman took off in the confusion. One of the muggers pulled back a fist, and…she didn’t dodge.

The fist made contact with her cheek, knocking her back, and she didn’t fight back. Another fist, then another…the two she hadn’t webbed threw her against the wall, a knee coming up into her stomach, another punching her in the jaw. Once. Twice. Her head slammed into the brick wall at her back over and over and she didn’t fight back. She tasted blood in her mouth, but she didn’t spit it out. One of them punched her in the stomach, and another punched her in the nose, and then there was a knife. In her side. Buried to the hilt. She was drowning. She was going to drown. And that was fine. It was easier to just swim down.

They ran and she crumpled, head cracking against the concrete, blood running from her mouth, breaths wet and difficult and she deserved it. The world swam around her, fading in and out, and Karen was talking to her. Urging her to do something. Maybe get help. No way. She couldn’t. She was drowning. Giving up. She didn’t even deserve this suit. Didn’t deserve an AI or her aunt or Ned. None of it. So she closed her eyes and took the deepest breaths she could and waited. And waited. Her aunt would be relieved. She wouldn’t have to worry about any of this anymore. Spidergirl was done.

“Penny!” Someone screamed her name, hand easing under her head. “Come on kid, hold on…” Who was that? Had Karen called someone? “Karen, talk to me.” They urged. She coughed, blood trickling out of her mouth, and someone slipped her mask off, swearing too loudly. Her head hurt…no, it throbbed. Angrily. “FRIDAY, have Happy bring a car now! Have Helen prep the medbay. What the hell happened?” She kept her eyes closed, not bothering to look at whoever it was trying to save her. She didn’t want to be saved.

“Come on, honey. Stay with me.” Honey? Was that her uncle? Was she already gone? How could Ben be there? But it was a man that knew her and obviously cared about her.

“Ben?” She choked out, wondering why Ben would be talking to Karen. “I’m…I’m drowning, Ben.” She sobbed. He would understand. He would know what to do. He always did. The person spoke but she couldn’t understand the words. Couldn’t stop crying. Why was she crying now? “Ben…help…please…” She reached out for him, and the person grabbed her hand, squeezing gently. “I’m drowning.”

“You’re not drowning…sweetheart you’re not drowning. You’re okay. It’s going to be okay.” She shook her head as best she could despite the pain.

“May hates me…it’s my fault. And I can't…” She broke off, head resting on the concrete, feeling more tired by the second. “Help me. Please.” She wanted it to stop. It hurt and it had hurt for days and weeks and she wanted it to stop.

“I am. I’m going to help you. I’m right here, honey.” It didn’t sound like Ben, for some reason. That wasn’t his voice. It sounded like…

“Mr. Stark?” She asked, jerking when something pressed hard into her side. It didn’t help her breathe but she had to assume he was doing it for a reason.

“Yeah, kid. It’s me.”

She hadn’t heard from Mr. Stark in three months…not since she’d turned him down. She’d assumed that turning him down for a spot on the Avengers had been the end of their sort of on again, off again mentorship. But he was there now? “Why?” She asked out loud. “You here?” He tried, hoping he could understand her.

“Um, because I got an alert from the suit that you were stabbed!” He snapped a little, then gave a harsh sigh. In the meantime, she choked on a breath, spitting out blood, and felt her body start to give in. “No, no no. Hey. Stay awake. Dang it, kiddo…they got you good.” He touched her cheek and she flinched. “Karen?”

As if from far off, she heard her AI speak. “The stab wound punctured her right lung. She has two broken ribs and severe bruising covering her stomach and sides. Her cheekbone is fractured and she has a mild concussion.”

“Okay…okay.” He put a careful hand against her side, trying to stop the bleeding she guessed. She had no idea. Breathing was getting harder but at least the sadness was retreating. “Penny, honey, stay with me. Keep breathing. Happy is on his way, okay? We’re going to get you to the medbay. Helen is going to take care of you.”

She didn’t want Helen to take care of her. She wanted to stop hurting. Sniffing, she felt a tear drip down her cheek. “Just go, Mr. Stark.” She begged, sobbing.

“Go? You want me to…Penny, you will die if I leave you here!” He snapped, then went very still, the hand pressing against her side letting up a little. “You let them stab you.” Penny didn’t have an answer for that. Breathing was too hard and getting harder, and her chest ached and her head was pounding. “Penny?” He asked, voice anguished.

“I’m drowning.” She whimpered, finally opened her eyes and finding that Mr. Stark was kneeling beside her, a hand on her shoulder, face horrified. He was wearing sweatpants and a Metallica t-shirt, a smear of grease on his face like he’d been working in the lab. He looked scared. “May hates me, and I can’t…can’t do anything right and…I’m alone and I’m drowning.” Sobbing, she went limp against the concrete, and he cupped her cheek in his hand, tears soaking his skin.

“You are not alone.” He whispered, leaning closer, jaw clenched. “Penny, you’re not alone. I’m…I’m sorry. I’m so sorry. I didn’t know…I didn’t think…” He cut himself off, wiping his face. “I’m sorry. I should have known. Or checked…I just thought…” Mr. Stark heaved a sigh. “I’m here. I’m right here, Penny. I’m with you. You’re not alone. I won’t let you drown.” Mouth open, she gasped for air, feeling blood bubble in her throat, and he wiped a tear from underneath her eye with his thumb. “I’m with you, Pen. I’m going to help you. Okay?”

Why was he saying this? “Why?” She choked out. He laughed, the sound sad.

“I dragged you into all this, kid. I was supposed to be your mentor. And yeah, I suck at it. I’m a shitty mentor. But…I’m going to be better, okay? I didn’t know things were bad, honey. I thought everything was okay. I should have checked. You’re not alone. I’m going to help you sort things out with May, and we’re going to get you some help. Okay?”

She didn’t know what he meant. Couldn’t understand why he was suddenly willing to help her. He’d been gone for months. But, mouth wide open, she couldn’t breathe, and her fingers dug painfully into the concrete.

“You’re okay. I’m right here.”

“I…I can’t breathe…” He swore, fingers against her neck and she drifted, eyes going out of focus as she coughed up more blood.

“Hang on. Just…FRIDAY, tell me what to do!” He barked. She was too tired to keep up, but FRIDAY was saying something about a chest tube and oxygen. Something about blood. But all she could do was close her eyes and hope that Mr. Stark had been telling the truth…that he was really going to help her.

“Drowning.” She gasped.

“No. You aren’t going to drown. I’m here…you’re going to be okay. I’m not going to let you drown.” He spoke rapidly, hands pressing on the wound, eyes desperate.

“I wanted to.” He closed his eyes tight, giving his head a single shake.

“I know. I’m going to fix it.”

“I don’t want to anymore.” He gave a weak smile at that.

“Good. Because I won’t let you.” He was Iron Man. Tony Stark. Billionaire genius philanthropist superhero. Did that mean he could keep her safe? Save her from the water that threatened to consume her? For the first time in so long, she didn’t feel so alone.

Happy arrived at some point, and he was different than she’d ever seen him. He was afraid. Serious. Sure hands pressed firmly against her side…then something was poking into her side by the stab wound and she gasped, screaming, and then breathing was a little easier. “It’s okay, kid.” Happy assured, pressing hard on the stab wound on her side, then taping something to the open wound. “This is going to help her breathe. Let’s get her in the car. Can you carry her?”

“Yeah. Helen’s waiting. You hear that, Pen?” She struggled for a breath that barely came, and then she was being lifted and eased into a back seat.

“What the hell happened to her?”

“She stopped a mugging according to Karen. She was outnumbered.” That wasn’t entirely true, but she didn’t have the strength or the will to clarify. “They beat the hell out of her. Stabbed her.”

“I called her aunt.” Mr. Starks’ bodyguard bit out. Was he angry? He sounded angry.

“Okay. I don’t want her at the compound just yet. Let’s see how she feels after Helen fixes her up.”

“What?” Happy’s voice was incredulous.

“They got into it…something’s going on. I don’t want her upset while she’s recovering.”

“May is her guardian, Tony.”

“Just let me handle it.” Her mentor snapped. She was laying down, head resting in his lap, and he wiped more tears that she hadn’t known she was shedding away. “You’re okay, Penny.” He kept telling her that, and she was inclined to believe him. Bringing a hand up to her chest, she wheezed for air, and he increased the pressure on her side. It was a little easier to breathe but still painful.

Now that she thought about it, her face hurt too. Her stomach. Her head. Gusts had pounded into her and probably broken things and she’d just stood there. Letting them. She didn’t know if she regretted that or not…she was too tired to figure that out. “May would be better off if…”

“Don’t.” Mr. Stark barked, then immediately softened. “Don’t ever say that. It’s not true, not at all. She loved you. More than anything. No one would be better off without you, Penny.”

Forgetting that he could probably hear them, Penny smiled weakly and tried to make a joke. “Happy would. I get on his nerves.” The man in the front seat made a noise and she realized that he must have heard. Mr. Stark gripped her hand.

“Nope. Happy likes you. He just sucks at showing it. Like…”. He trailed off, and she wondered what he had been going to said. “Hap, her lips are turning blue.”

“I’m going as fast as I can!” Both sounded stressed. She wondered why…wondered why, after months of silence, Tony Stark has stepped back into her life. She wanted to ask, but it seemed like a rude question. So she was silent, gasping for air until they arrived at the tower and other hands lifted her and eased her onto something soft and wheeled her away. Something poked her in the wrist and she started to pull away, but it was like moving through water…thick, viscous water, and she gave up. Swam down. Let herself drown.

Consciousness came all at once. One second she wasn’t there, the next she was. The ceiling was far off and dull white, and she stared at it in confusion for a moment. She always slept in the top bunk, ceiling within arms reach. Lifting a hand, she tried to reach for it, but something tugged at her arm and she stared down at the needle resting against the crook of her elbow, disappearing into her skin. Why?

“Don’t pull that out.” Someone warned, and she looked up to find Mr. Stark approaching, stepping through a doorway and hurrying to her side. Why would she have pulled it out? “Kid? Are you with me?

"What?” She’d been drowning. Right? But not in water.

“You got hurt on patrols. Do you remember? You’re at the compound now…we moved you from the tower yesterday.”

“Drowning.” She murmured. “I was drowning.”

He hesitated, then sat beside her. “Yeah. You were. And it’s my fault…and I’m so sorry.” She just blinked at him. “You’re not going to drown. I’ll fix this, okay?”

“Do you want the suit back?” She asked. He flinched as if she’d hit him.

“No…no, kiddo. I don’t…that’s your’s. Your suit. A gift. I’ll never take it back. Promise.” He looked around for a moment as if unsure what to do next. “I called May. She knows you’re here. So don’t worry about that. Or anything. You’re fine. Everything’s going to be fine.”

Penny nodded, eyes heavy, and even if she wasn’t sure that she believed everything he’d said, she was reassured. “Can I sleep?” She wondered.

“Yeah, honey. You can sleep.” That was all the permission she needed. She could have sworn that someone held her hand for a while, then there were more voices. More pain. Then a hand on her head, assuring her that everything was going to be okay.

She was drowning.

But Iron Man would save her.


	18. Restraints

**Restraints**

“You are going to regret this.” 

“Release us. Now!” 

Neither of those voices was familiar. Then again, Penny wasn't surprised. She'd been tracking these drug dealers for two weeks but had never gotten close enough to hear them speak before they seemed to vanish into thin air. Karen had no ideas and had she hadn't asked Mr. Stark who had told her that she was not under any circumstances to try and track these guys on her own. They had alien weapons and regular guns and she was too young, blah blah, something about calling May. 

And yeah, she knew she should listen to him, but she hadn't seen the man in weeks, and...okay she was a little hurt. Just a little. He'd given her a suit and sent her on her way…after homecoming, she'd thought they would see more of each other, but he was always busy or on some trip or out with Pepper or Rhodey and Penny didn't have the courage to ask if the fake internship would ever turn into something real. So she hid her identity from May and ignored texts from Mr. Stark about drug dealers and other people she wasn't allowed to go after, and everything was fine. Mostly.

She thought that the dealers might have gotten their hands on more than just alien laser guns or anti-gravity guns like the one she’d been shot by at the bank the night Mr. Delmar’s store was destroyed. Maybe they had some kind of cloaking device? Or an anti-tracking device? Those alien weapons had been on the market for years, apparently, and criminals were always using the alien base weapons to make even more dangerous stuff. Just a few days ago, there had been a story in the news about Mr. Stark busting a group of human traffickers with guns that literally sucked the life out of people. 

This time she'd tracked them to a warehouse on the lower east side, crawling along walls and sticking to them thanks to a tracker on their van. It hadn’t been ideal, but she’d just barely managed to keep up, doing her best to keep out of sight as she’d swung from building to building, running as fast as she could across the rooftops to keep the van in sight. She hadn’t dared to land on top of the van itself...she had no idea how many people had been inside, so she’d followed them all the way across town.

It was getting close to 5pm, and her curfew wasn't until 10, so she wasn't worried. She had plenty of time. She'd stopped updating Happy about her nightly patrols and he didn't seem bothered, so she didn't have to worry about that either. All she had to do was catch the second guys and...and what? Drugs would be off the streets? Bad guys would go to jail? Mr. Stark would see that she was capable and maybe pay attention to her again? That thought just hurt, so she shoved it away, focusing instead on the advanced reconnaissance mode. 

Two men were being held captive by these guys. She'd have to get them out...probably before she started taking on drug dealers. She couldn't risk them getting caught in the crossfire. But what if they were drug dealers too? She couldn't exactly ask. “Karen, how many people are in there?”

“I'm reading six heat signatures in the building including the two hostages...maybe more. There are lower levels that may be occupied. And I must suggest again that you contact Mr. Stark.” Penny sighed. That was the fifth time that night that Karen had suggested that.

“He’s busy, Karen. He doesn't want to talk to me.”

“I'm sure that he…”

“No. He hadn't spoken to me in weeks, okay. He doesn't care…” She cut herself off with a sigh. “Look, just….don't call Mr. Stark, okay. He's busy. He doesn't want me to bother him right now.” 

Karen hesitated, and Penny wondered if she’d finally won an argument with her AI. “I am required to contact Mr. Stark in certain situations, but otherwise, I will not bring him up again.” Penny sighed, feeling kind of bad about snapping at her friend.

“Thanks.”

“Of course, Penny. Would you like to talk about it.” Penny sniffed a little, trying to push back the loneliness. The wishful thinking. 

“No thanks, Karen. Let’s just get these guys.” Maybe she’d take her up on that talking thing later.

“Alright, Penny. It seems as if the room with the two hostages is occupied by four men, two of whom are armed with alien technology. My sensors are unable to identify the weapons or determine what they do. Proceed with caution.” 

“Will do.” She murmured, crawling forward and then down the side of the building, trying to find an open window. It was huge, probably four stories, and there was a basement too. Along part of the window were a cluster of windows, many of them broken, a few with spaces just big enough for her to squeeze through. She peered through the top of the first window she saw, staring into the dusty, dilapidated space. On both sides of the cavernous space were huge support beams with crisscrossing bars, platforms that were mostly rotted out covering half of the upper space. Boxes sat stacked in corners, and a broken piece of machinery rusted to one side. 

Slipping through the window and mentally thanking Mr. Stark for making her suit thick enough that glass couldn’t cut her, she eased herself into the building, gripping the dusty wall with her sticky fingers, she crawled upwards, relying on Karen and her senses to alert her if anyone was nearby. Karen had only told her about four people, so she was pretty confident. Maybe she could take them out one by one. Or they might leave the hostages alone and give her an opportunity to get them out.

She wasn’t sure why Mr. Stark didn’t want her tracking them down...he’d sent her a text telling her not to try and track down any big times criminals, including anyone with alien tech right after he’d given her her suit back. But she could do this. He would realize that soon. She crawled up to the ceiling, using the shadows to hide as she snuck across the building to a spot where she could see the four men and their hostages.

The two men were restrained, arms chained together and hanging from chains that were attached to the wall halfway to the ceiling...she wondered what those chains had even been used for...and then her heart skipped as she realized who they were. Both were tall, one with short blond hair and one with long black hair, one in plaid and the other in all black...and she knew them. Well, she’d never met them, but she’d seen both on TV. Thor and Loki, both of Asgard...but how had they been captured? How? How had those two been captured by normal guys? She guessed those drug dealers had alien weapons but...still. It seemed unlikely. Either way, she needed to help them. They’d been captured and they needed help and she was a superhero. And maybe if she saved them...maybe Mr. Stark would...no. She didn’t want to think about that.

“So, how much do you think the Avengers will pay for the two of you?” 

“For him?” One of the four men standing around the space in front of the two chained Asgardians gestured toward Loki. “Nothing. Hell, they may pay us to kill him.” He chuckled.

“If you touch my brother…” Thor began, then groaned when something was shoved into his side, body going rigid. A taser. She flinched sympathetically, eyes on the guns the others were holding. They were large and oddly shaped and she assumed they all did something terrible and dangerous. Would she have to wait for them to leave the room? Would they leave the two unguarded? How had they captured Thor and Loki? 

Loki was bleeding from a busted lip and a cut across his face. He was bruised and looked beat to hell, and Thor wasn’t in much better shape. They both hung half limp from the chains, eyes matching in their fury and fear, even though Loki hid it better. 

“So we ransom the big one and kill this one?” Another guy asked, lifting the gun to stick it in Loki’s face, the barrel nudging him in the cheek. Two of them had alien weapons, one had a taser...and the other one...she supposed he just had a regular gun. Despite the gun in his face, Loki just glared with something like tired disgust. Couldn’t he do magic? They’d learned a little about him after the battle in New York...but there wasn’t a lot to learn. He’d been taken by Thor back to his home and maybe served time for what he’d done? Or something. She couldn’t remember. Either way, he was being held hostage and Thor wanted to protect him and that was good enough for her.

“Go ahead and kill him.” The other one was smiling, she could hear it in his voice. She couldn’t let him.

“No!” Thor roared, and just as the man holding the gun chuckled, Penny aimed her webshooter at the gun, shooting the web and snapping the weapon back toward her. One alien weapon down, one to go. 

“Yoink.” She murmured, grinning when they all turned to look up at her. Well, so much for her plan to stay hidden. A thrill of excitement went through her as she webbed the gun to the ceiling, sure they couldn’t get it up there, and then she leaped, gripping a support column with her hands and feet and crouching. “What’s up, guys? Did you know that holding people hostage is actually illegal?” She asked, shooting another web and yanking the taser out of the other man’s hand. One alien weapon and probably one gun. Maybe more. 

 

“Who the hell is that?” The man she’d stolen an alien gun from, a short guy with black hair, demanded, while the one who’d had the taser stepped toward her, reaching into his belt and pulling out a regular gun. Make that two probable guns. 

“That’s the spider-freak that broke the ferry.” He growled, aiming the gun in her direction right before she leaped to another column, ducking through criss-cross beams and taking cover there. 

“To be fair, the weird alien gun broke the ferry.” She reminded them. Thor and Loki watched her with narrowed, confused eyes, and she jumped again, flinching when the gun ricocheted off the concrete support beam where she’d been perching, chips of concrete going everywhere. “And I did fix it.”

“Stark fixed it!” The only one with the alien weapon aimed it in her direction, and she leaped, trying to retreat back toward the ceiling, using the beams and crawling as quickly as she could. 

“I helped!” She cried, incredulous as she decided to take a risk, aiming a web at a beam and swinging down within reaching distance. She managed to aim for a moment and shot a web at the man who’d been shooting at her, knocking him to into a nearby wall. Throwing as many webs at him as she could, she stuck him there with webs that would probably last for at least two hours, then crouched to jump back to the ceiling. But one of them finally got lucky and the one with the alien gun managed to hit her. It was the anti-gravity gun...the huge beam grabbed her and shot her upwards into the air, slamming her into the bottom of one of the platforms, then down onto the ground, her head cracking painfully when it hit the concrete. 

For a moment she saw stars, the world spinning around her as she was left on the ground. “Penny, you have sustained a moderate concussion. I would suggest calling Mr. Stark.”

“Nope.” She snapped, scrambling to pick herself back up from the middle of the floor. 

“Grab her!” One ordered...the one with the alien gun, and she shot a web at him, grabbing the gun and yanking it from his hands and across the room where it stuck to a wall. She risked shooting another web to stick it a little more securely, then turned just in time to scoot back and away from the foot that kicked at her. Jumping to her feet, she shot a web at the guy who’d been kicking at her...the one that had yelled for the others to grab her, and she slammed a fist into his head as she yanked him toward her. He went down like a ton of bricks, but it wasn’t like the movies. The others didn’t wait for her to knock him down to come after her. They both had pistols, both aimed at her, and she just managed to duck behind a beam before gunfire rained down on her.

Penny risked a glance at the two hostages and found them following the action intently, both staring at her in confused fear. Crawling back up the beam, she was in the process of shooting a web at the platform which she had planned on using to get back to the ceiling when one of the bullets found her, ripping through her calf and coming to an abrupt, agonizing stop against her shin. She couldn’t stop the scream, and she was just barely able to stop herself from letting go of the beam. Her leg was on fire...it hung uselessly beneath her, and she scrambled to grip the beam and tried to climb without using it. 

“Penny, I am now calling Mr. Stark,” Karen informed her as the men took another shot at her. This time, thankfully, he missed, and she gripped the edge of the platform, trying to pull herself up without making herself a target. Both men were moving to stand under her and she knew that she couldn’t risk staying in one spot. Instead, she shot a web at the column across the wide aisle and swung overhead. But then, Mr. Stark’s voice was in her ear, voice nearly frantic.

“Kid? Why is Karen telling me you just got shot?” He asked. She dodged a gunshot, body reacting instinctively to the bullet and spinning in mid-air, trying not to think about her leg.

“Oh hey, Mr. Stark!” Her voice was nervous and pitchy as she swung, gripping the support beam. “How’s it going?”

“Stark?” Thor asked, speaking up for the first time. 

“Is she talking to Iron Man! Shit! Get her down and get that mask off!” The man she’d webbed up shouted and the two remaining men aimed their guns, the loud blasts making her ears ring as they echoed through the warehouse. 

“Penny! What the hell?” Mr. Stark demanded, sounding worried now. “I’m tracing your location. Are you hurt?” She opened her mouth to try and lie when everything came to a head. While focusing on talking to Mr. Stark, avoiding the bullets, and trying to come up with a plausible lie, she miscalculated one of her swings. A bullet grazed her side and she gasped, jerking in the air, then, trying to save herself, she spun, diving feet first onto the man who’d shot her. Thinking quickly, she grabbed the gun, crushing it, then bringing back a fist. She didn’t manage to knock him out with the first punch, but she did break his nose. 

The other guy was approaching fast...the last one. The one who’d been tasering Thor. The man she had been punching slumped back, dazed as she held him by the front of his shirt, and she dropped him, webbing him as quickly as she could, then giving him a good kick in the head, trying to knock him out without killing him. She was still Spidergirl. But when she went to leap toward the nearest support beam to get away, her leg gave, and she stumbled, giving him just enough time to reach out and grab her by the arm.

She could have fought him...could have gotten away except for the pistol he pointed at her face. “Now, I think that’s quite enough.” He murmured, and she glanced over to find Loki and Thor staring. It seemed to quiet all of a sudden. Way too quiet. Too still. “How about you take off that mask, huh, Spidergirl?” The one man still conscious struggled against the webs holding him to the wall, but she knew he would be stuck there for a good two hours. The others were unconscious, so she had some time before she had to worry about them. This guy, though...this one had a gun to her head, and there may have been more people downstairs. 

“I’d really rather not.” She bit out. The adrenalin was fading, leaving a pain so intense she had to lift her leg to avoid putting weight on it. It felt dead, though, which made lifting it a lot more difficult. She’d never been shot before. Had never thought about how much it would hurt. But she had super-healing, right. Surely that would take care of a little gunshot wound. She could feel blood running down her leg...a lot of blood. 

“Take off the mask, or I’ll put a bullet between your eyes you little freak.” He murmured, too close to her. She glanced again at the Asgardians, wondering if by contacting Mr. Stark, she’d saved them. Well, she hadn’t contacted him. Karen had. Still. He would come...or send a suit or something. Moving slowly, she slipped her fingers into the mask and lifted it off of her head, staring right at the man holding her as she did. 

He just stared for a moment, lips twitching, then he let out a barking laugh. “What the fuck? How old are you? Twelve?” She didn’t correct him, then regretting staying silent when he whipped her across the face with the gun, making her taste blood before he grabbed her by the hair. “I said, how old are you?” He asked, the smile still there, but the humor gone from his eyes.

“Fifteen.” She snapped. He turned to Thor and Loki, yanking her forward by her hair and forcing her to look up at them. “This is who you called to rescue you? This is your backup? A fifteen-year-old girl?” He laughed again, and she bristled. 

“They didn’t call me, you asshole! I don’t even know them!” The hand in her hair tightened and he yanked hard enough that he pulled some hairs out, making her scream against her will. She was supposed to be a hero...not a child. Heroes didn’t cry, so she choked back the sob, clenching her jaw.

“How about you shut your mouth, you little bitch, before I shut it for you. And believe me, you aren’t going to like how I do that.” She shuddered when his breath hit her in the face, the smell of old beer and coffee making her nose wrinkle. 

“You see, brother? He’s very brave when fighting children. I told you these mortals weren’t worth your protection.” Loki all but snarled, but the man holding her ignored him. 

Dragging her over to the wall where Loki and Thor were being held, he pulled something out of his pocket. “Hands behind your back, freak.” He ordered, the gun tapping her temple. She obeyed, letting him tie her hands. Then he gave her a shove and she let herself fall, crumbling at Loki’s feet and crying out again. She hadn’t meant to...she wanted to be quiet and strong and make Mr. Stark proud...no. She didn’t want to think about Mr. Stark. Didn’t want to think about him putting a hand on her shoulder and telling her she’d done good. “So...what’s your real name, Spidergirl?” He wondered, arms crossed as he got closer to stare down at her. She gave a cocky smirk, the best she was able to manage.

“Would you believe my parents actually named me Spider…”. The boot slamming into her stomach cut off her smart alec reply and she curled up into a ball with a groan, even that movement making her leg throb. She was starting to feel dizzy and she wondered how much blood she was losing. Too much. She could tell. Everything felt off.

“Leave her alone, you coward! She is a child!” Thor roared, straining against the chains that held him. Vibranium? Or something similar? What could hold Thor? Or had they been drugged? Did one of those weapons do something to them?

“She’s a freak. A mutant.” The man spit out. “And I want your name.”

“Yeah, well, we all want things.” She snapped, and the boot came back again. This time she couldn’t stop the sob as she curled up even further, back pressing into Loki’s boots, right leg useless and throbbing. If it got infected she was screwed. 

“You know what? We’ll do this the hard way, then.” He told her with a smirk, then turned and headed for the back of the room.

“Mike! Stop playing with the girl and get us out of this!” The man webbed to the wall shouted. Thankfully, the other two hadn’t stirred.

“Just a sec. I’ve got to get the guys to set up a perimeter. If Iron Man’s going to be sniffing around, we need to be ready. Besides, I’ve got something downstairs that I bet can persuade the bitch to talk.”

She sighed, cursing under her breath and shifting off of Loki’s feet as he walked away, her leg giving a stab of pain. Gasping, she bit down hard on her lip and went still, breathing through the pain, then fought again to sit up. “Sorry.” She murmured once she’d gotten off of him, ignoring his incredulous look. 

“Are you alright?” He asked quietly. It wasn’t a question she’d expected from Loki, but then again, she had no idea what he’d been up to for the last...years. However many years. She had no time to calculate that. 

“Fine.” She lied, biting down hard enough on her lip that she bled. She wasn’t going to cry. They’d get out. She had to get them out.

“You know Stark?” Thor asked, voice just above a murmur, eyes intense.

“Yeah. He’s on his way.” She assured him, teeth gritted as she started to pull her hands apart. She shifted until she was on her knees, then looked up at the two of them. “If I get you loose, can you run?”

Thor immediately shook his head, face stern and concerned. “You need to stay down. You were shot. Stark is on his way and...”

“Yes,” Loki spoke over his brother, both whispering. Thor turned to face his brother, incredulous. 

“Loki, this is a child! A child that had been shot!”

“A child that was able to take down three more men than you, brother.” Loki reminded Thor with a smirk, despite the fact that his hands were chained to a wall above his head. Penny continued to shift, working her hands free of the ropes, only half listening. It took a few more seconds, but she was finally able to rip the ropes apart and grabbed at the wall, trying to pull herself up. It took a minute, but she managed it, shuddering at the pain. She would be okay. She had to be. “How are those chains holding you?” She wondered. 

“We were ambushed. The weapon you so helpfully attached to the ceiling drains the victim of their strength.” Loki answered as she tried to steady herself. It sounded like the weapons the guys Mr. Stark had stopped had been using. How many more of these weapons were there? 

“And now?” She wondered.

“I believe it is starting to wear off,” Loki told her, tugging at his chains.

“Okay…”. She hissed when she accidentally put weight on her bad leg and froze. “Okay. I’ll break the chains, then you guys can run.” She pulled herself up on the wall so she could reach the chain above Loki’s wrist, squeezing and crumbling it to dust in her fingers. Then she reached over and did the other one. Moving along the wall, she released Thor as well, trying to keep her leg still. Her whole body felt so heavy...she was so tired. Just the effort of climbing the wall to release the Asgardians had drained her.

“Boss! Get back up here!” The webbed man screamed, and she cursed herself for forgetting about him. She should have knocked him out too, but it was so far away...no way she could walk that far. Now that she thought about it, she had no idea how she was going to escape.

“Go.” She ordered, feeling her heart start to race as distant footsteps approached too quickly. Leaning against the wall, she let her eyes drift shut. 

“You’re coming too.” Thor started, but she shook her head, forcing them back open.

“I can’t walk,” Penny admitted, head spinning. Her ribs burned and her stomach ached...she just wanted to lay down. She needed to lay down.

“We are not leaving you here.” Thor hissed, then turned around, crouching a little. “Climb on. Hurry.” She has to admit, it was a wonderful feeling. After being what she felt like was abandoned by Mr. Stark, to have the incredibly handsome Thor telling her that he wouldn’t leave her behind, made her heart warm. But she would slow him down, and his life was more important than hers, hands down. He was an Avenger. 

“But I’ll be…”

“Loki!” Thor barked, apparently done arguing, and the Asgardians grabbed her waist, carefully avoiding the bloody place on her side where she’d been grazed by a bullet and lifting her onto his brother’s back where she clung to his neck on instinct. Right then, a door close by was flung open, and then they were running. 

Never in her wildest dreams could Penny have guessed this would ever happen to her. The idea that she would be riding piggyback on Thor’s back while he and Loki ran away from a handful of drug dealers armed with crazy dangerous alien weapons was absolutely ridiculous, and she would have been able to enjoy it more had black spots not been appearing in her vision. Too much blood, she realized. She’d lost too much blood. Sticking her hands to his chest, she rested her head on Thor’s broad shoulder, trying not to think about how embarrassing it was.

They crashed through a window, her ducking her head behind his to avoid being cut, and the two Asgardians raced down the street through back alleys and away from the warehouse. There had only been running for a few minutes when she heard a familiar sound. Repulsors. “Mr. Stark.” She murmured against Thor’s shoulder, and they slowed just in time for the man to lower himself to the ground. 

“Stark!” Thor asked, and she heard the mask withdraw from his face, the man’s voice coming out clear. 

“Thor? What…” The man cut himself off. “Is she hurt?” Thor was silent for a beat too long, apparently. “Penny! The girl on your back, Point Break! Is she hurt!” Metal hands reached around and tried to ease her off of Thor’s back, but the Asgardian moved away. “Thor…” Mr. Stark started to snap.

“Those men are still after us with weapons that we are not equipped to deal with at the moment, Stark. Unless you want the child to be attacked again, we need to get out of this area.” Loki hissed. All the while, Penny kept her eyes closed, and Mr. Stark hesitated before apparently agreeing. 

“Okay...I flew here, but Happy is on his way with a car. You okay to carry her?”

“She barely weighs anything.” She felt more than heard Thor say, her head resting on his back. “How does she stick to things?”

“Weird spider bite. Messed with her DNA.” Mr. Stark offered absently as they moved rapidly forward. “FRIDAY, scan her.” She didn’t hear FRIDAY’s response, but the man swore.

“Who is she?” Thor asked, apparently not about to give up on this. “Why is a child fighting crime?”

“She’s...in training.” Mr. Stark murmured. “And she’s losing blood too fast. Hang on a second.” The man did as Mr. Stark had asked, then she felt pressure on one of the legs wrapped around Thor’s sides. Even trying to keep it still against his side had felt impossible, but somehow she was managing. The pain was so constant that she almost couldn’t breathe through it, but she had no other option. She was a hero. She had to be a hero. “Penny? You with me, kid?” She gave a strangled, exhausted moan. “She hit her head. Broken ribs, concussion...she’s still bleeding. Usually, she heals faster than this. I think the concussion is slowing it down.” Mr. Stark cursed again. “Alright. Hang on, Pen. We’re getting somewhere safe. Just hold on.” 

At some point, she was pulled from Thor’s back and placed in a car, something wrapping tightly around her leg. She wasn’t sure what was going on...Mr. Stark kept talking about something being hot, but she wasn’t hot. She was cold. She was dreaming for some of it, she was sure. She dreamed that Mr. Stark was talking about her, and she dreamed that she asked him if she’d done good...if he was proud of her. She dreamed that she cried. That tears ran down her cheeks while she told him she’d tried to make him proud. She dreamed of a hand gripping hers and a voice telling her he was proud and that she’d done so good and that he was sorry. She wasn’t sure why the person was sorry...but it was a nice dream, and so she gave into it, resting in a soft bed and relishing the feel of a hand holding hers.


	19. Broken Ribs

**Notes for the Chapter:**

> So this one is related to Bedridden because I couldn't resist writing tiny Penny again. Whumptober day 26!

**Broken Ribs**

Her daddy wasn't home yet. And he'd told her that he would be late and Miss Pepper had told her that he would be late and Uncle Rhodey was holding her in his lap, her head on his shoulder, blanket wrapped around both of them as he assured the newly seven-year-old girl that her daddy was fine. That he would be home soon. And she was trying so hard not to cry. Seven-year-olds didn't cry. A girl in her class had told her so a few days ago when they'd been reading a story about a little girl and her mom. Penny had put her head down on her desk, crying softly into her hands, trying so hard not to let anyone hear. She didn't want them to call her daddy. But then that girl had leaned over, telling her that she was too old to cry like a baby.

"He's going to be home soon, Penny. Don't worry." Uncle Rhodey murmured, hand rubbing up and down her back over the blankets and her pajamas. It was nearly eleven, long after her bedtime, but she knew she wouldn't be able to sleep until her daddy got home. Uncle Rhodey was babysitting her, and he'd known right off when she'd tip-toed out of her room an hour ago that she wouldn't be able to sleep.

"Alright, kiddo. You want to sit up and wait for him, hon?" Uncle Rhodey had asked, gesturing for her to come over to the sofa, and he'd lifted her up onto her lap, head resting on his shoulder, him wrapping a blanket around her.

"Please."

So he'd changed the channel to a Star Wars movie and together they'd watched in silence.

"What if he doesn't come home?" She finally asked, feeling a stab of terror at the thought. She would be alone and she loved her daddy so much and she didn't know what she would do without him. She already had to live without her mommy. And even though it had been almost a year, that still hurt. Some nights she would have nightmares, or worse, dreams where her mommy had still been alive. Then, when she woke up, the pain would hit again, and she would cry into her pillow while JARVIS played her soft music or told her stories until her daddy came into the room to sit with her.

"He will, Pen. He always does." Uncle Rhodey reminded her.

"Mommy did too." She sobbed, giving in to the tears, and he pulled her close, resting his chin on her head.

"Shh, baby. It's okay. He'll come home. He's not going to leave you." He rocked her, hand firm on the back of her head, keeping her safe, movie forgotten. But he didn't know that! How could Uncle Rhodey know that?

Her daddy had left that morning after getting a phone call. He'd been half in the suit before she'd been able to hug him, and he'd gripped her right. "Alright, Penny-pie. Uncle Rhodey is going to stay with you while I'm gone, okay? I've got to go…"

"Save people?" She'd asked, peering up at him, and he had crouched in front of her so that he was at eye level, hands on her shoulders.

"Yeah, sweetie. I have to go save people. So you be good for Uncle Rhodey? Okay?"

"I will." She'd promised, solemn, and he'd smiled, cupping her cheek in his hand.

"I know you will. You're the best thing I ever made, you know that?" He had kissed her forehead, lingering for a moment. "I hope you know that, baby girl. I love you."

"Love you too, daddy." And then he'd been flying off, her hand in Uncle Rhodey's. The two of them had watched TV and he'd taken her to the secret, only for her playground outside, and then they'd played hide and seek for a while, but the whole time she'd been thinking of her daddy. He'd looked scared. She hadn't thought that her daddy could ever be scared. He'd never been scared before...not that she'd seen. He was really good at being a superhero.

The noise on the balcony had them both sitting up, and Uncle Rhodey sat her on the sofa, holding up a hand. "Stay here, Pen." He ordered, then took off toward the balcony doors. Crying in earnest now, she curled up in a ball on the sofa while Uncle Rhodey and her daddy spoke softly in the other room. He was home...but why wasn't he coming to see her? Was something wrong? Was he hurt? She was vaguely aware that he could be hurt saving people. He'd gotten bruises or cut up before...but he'd never been so late coming home and he'd never not gone straight to her when returning from being Iron Man...even when she was asleep, he'd wake her for just a moment to tell her hello.

"Penny? Hey, kiddo. What are you doing awake?" She looked up from where her face had been buried in her knees and gave her dad a frightened, watery-eyed look. "Don't cry, baby." He tried to comfort her, but he was limping a little, face covered in cuts and bruises, and he didn't bend down to hug her. He just stood up too straight, face set in a grimace.

"Daddy?" She asked, and he tried to smile.

"Yeah, baby?"

"You're hurt." She whispered, and he nodded a little, reluctant.

"Yeah. But it's not bad. Just got a little banged up. I'm fine. I promise." He eased himself down onto the sofa beside her, putting a hand on top of her head. "Don't cry, honey. It's okay."

"I was afraid you wouldn't come back." He scooted a little closer, easing an arm around her, and she hid her face in his shoulder, barely daring to touch him.

"It's just a couple of broken ribs, Pen. Don't worry. I just have to rest for a while. You can keep me company, right?" She nodded. "Good. Alright. Uncle Rhodey wants me to get looked at. You'd better go to bed. It's way past your bedtime." She didn't want to go to bed. Didn't want to leave his side...but she was also terrified that she would hug him too hard and hurt him, or lean against him and hurt him. "Go on, honey." He took Uncle Rhodey's hand and let the man pull him to his feet, and she hopped up. "Go to bed. I'll see you in the morning." She hesitated, and he cupped her cheek. "You think you can tuck yourself in tonight? You're a big girl now, right?"

"Okay." She whispered. She was a big girl. She was seven. Seven was old enough to put herself to bed. But...but she wanted her daddy. Wanted to stay close to him. Didn't want to leave his side. If she went to bed, he might disappear again. But he was asking her to go to bed. Asking her to go to bed on her own like a big girl.

"I love you, Pen. Goodnight."

"Goodnight."

Crawling into her bed, she curled up into a ball under her covers, lips trembling as she tried not to cry. Her daddy was hurt. He was hurt and he was going to keep getting hurt and...what if one day, he didn't come back? "JARVIS?" She asked. Her daddy had told her that she could talk to JARVIS if she was ever scared, or even if she just wanted to play with him. The two had spent several late nights playing ISpy while Penny tried to fall asleep.

"Yes, Penny?" He asked.

"Is my daddy okay?"

"Boss appears to have two broken ribs and several bruises." She was quiet and his voice softened. "Your father will be just fine with bedrest and pain medication. He is being checked on by a doctor right now."

"What happened?"

"I am not authorized to give you that information," JARVIS told her gently. There were a few seconds of silence. "Would you like me to play you some music, Penny?"

"Yes, please." So he did, soft music filling the room as she rested. It took awhile, but she finally fell asleep, not waking until sunlight streamed in through her window. JARVIS opened her blinds as she started to stir.

Good morning, Penny."

"Morning, JARVIS." She told the ceiling, sitting up in bed and looking around. "Where's my daddy?" Her dad was almost always the one to wake her up for breakfast and he always helped her get ready for school unless he was on a business trip, during which her sometimes-nanny Aunt Natasha would come over. She could get dressed by herself and brush her own hair and teeth...she was seven years old! But it was strange that her daddy wasn't there.

"Boss is currently in bed where he has been ordered to rest. Would you like me to wake him up, Penny?"

"No...is he okay?"

"He is fine," JARVIS assured her gently. Then she got an idea. Her daddy always made her breakfast. Now she could do it for him!

"Can you help me, JARVIS?"

"Of course, Penny."

Still in her pajamas, she padded into the silent kitchen, looking around almost nervously. She was usually never alone. Then again, she wasn't really alone. She had JARVIS! "Can you tell me how to make daddy breakfast?"

"You are not allowed to use the stove without an adult present." He reminded her. She frowned.

"What about the toaster?" He paused.

"That would be allowable as long as you are careful." So, opening the freezer and pulling out a box of waffles, she put two in the toaster, then found the butter and syrup, smothering the only slightly burned waffles with them. Then, putting it all on the plate, she carefully carried it, walking so slowly she almost wasn't moving, down the hall and into her daddy's room.

"JARVIS, is he awake?"

"He is. He is watching TV, Penny. The doctor told him that he needed to remain in bed."

Balancing the plate in one hand, she pushed his door open with her other, and he looked up with surprise that melted into a smile. "Hey, kiddo. JARVIS didn't tell me you were up."

"Penny wished to surprise you, sir." The AI told him.

"Yeah? Come on over." He invited, holding out an arm, and she came over, concentrating all the while until she reached the bed and could hand him the plate. He took it carefully, then gestured for her to join him. She hesitated. "Come on up, Pen. You're not going to hurt me." He promised.

The coaxing worked, and she climbed up into the bed, sitting several inches awa and carefully not touching him. "I'm okay, honey. I promise. Thank you for breakfast." He put it on the bed beside him, then hooked a finger under her chin, bringing her face up to look at him. "Talk to me, Pen. What's wrong?"

"I don't want you to be Iron Man anymore." She whispered, ashamed of saying it and scared he'd be angry. But he'd rarely been angry with her, and he never yelled. This was no exception. Instead, he looked impossibly sad, and that was worse. He seemed to want to say something, but he couldn't seem to bring himself to. Instead, he wrapped his arm carefully around her, pulling until she scooted right against his side, his nose in her hair, holding her close.

Years later, when her father got a call from her best friend telling him that she'd left her Homecoming dance and was in danger, after he tracked her down and found her crushed under a warehouse...after he arrived just in time to watch, desperate and helpless as she lifted the whole thing off of herself and climbed out, coming to an abrupt halt in the middle of the rubble, she would remember that conversation. She would remember telling him that she didn't want him to be Iron Man anymore, and his whisper, several minutes later, that sometimes he didn't want to be Iron Man anymore either, but that he didn't have a choice.

At that moment, surrounded by concrete and ash and blood, she would understand. She would understand that she could never stop helping people, just like her father could never stop helping people. And after they stopped the man trying to steal her father's plane, he took her down into his lab. In the familiar room that smelled of motor oil and science, she expected the dressing down of all dressing downs. She'd disobeyed him. Liked to him. Snuck around behind his back.

Instead of yelling, he pointed to a chair, demanding an explanation in a haunted, terrified voice. So she gave him one, sitting in a chair she'd sat in a hundred thousand times before. She explained the field trip and the flu and admitted to sneaking out of their penthouse apartment in Manhattan after curfew every night. She also admitted to programming FRIDAY never to tell him. And she expected him to tell her that he didn't want her to be Spidergirl anymore. She waited for him to demand she never scare him like that again. That she was grounded for the rest of her life and that he was going to be homeschooled from now on and that he was disappointed. That last one would have been the scariest.

But he didn't do any of that. He just sat there, head in his hands, eyes red-rimmed and jaw tight. He was afraid, she knew that much. He was so afraid. She knew that he had Pepper, and Uncle Rhodey. He had Vision. And he had his robots and science and all the things he loved. Until very recently, he'd had the Avengers, and they had all been like a big, mismatched but wonderful family. But he told her all the time, she was this number one priority. She was the thing he was proudest of. Everyone knew it. And she'd been reckless. She'd put herself in danger. Finally, on that day in the future, she would stand up, moving to sit beside him, and he would wrap his arms around her in desperate fear, hands shaking. "I'm sorry. I couldn't...I couldn't not try to help."

"I know." He would finally whisper. And then, in the lab, both of them covered in dirt and blood, he would lead her over to the large tablet on one of his workstations, bring up a new file, typing in the words 'Spider Suit.' "If you're going to do this, you're going to do it right."


	20. I Can't Walk

**"I can't walk"**

Penny tapped her fingers on her desk, leg jiggling. Beside her, Ned nudged his elbow into her side, giving her a partially amused, partially irritated look, and she tried to go back to focusing on their English teacher. English was her last class of the day, and she always had a little trouble focusing. English wasn't her best subject, even though she could usually eek out an A. Papers weren't her favorite, but she and Ned worked together and proofread for each other in hours-long writing sessions. But today was different. She'd been anxious all day...ever since that morning when she'd woken to a text from Mr. Stark that had been sent at 4 am.

"Hey, kiddo. How would you feel about training with the Avengers?" She'd stared at the phone screen for so long that she'd nearly been late to school, but she'd just managed to hop onto the train and while sitting in a seat in the corner away from everyone else, headphone firmly in her ears, she'd typed back a response that took her a full ten minutes to craft.

"What?"

Her phone had vibrated then, and she'd answered immediately. "You're an honors student at one of the best schools in New York, kid. What part of that text is unclear?" He had sounded like he was smiling, so she hadn't worried too much about bothering him.

"The Avengers?" She had asked in a whisper.

"Yeah, kid. You've heard of them, right? Me. Captain America. The...bow and arrow guy."

"Yeah, but I thought they were...you know...not...around?" Penny had whispered.

"Where are you?"

"The subway."

"Do you want Happy to drive you to school, kid?" He has asked, voice bordering on concern.

"No…" She had shaken her head even though he couldn't see her. "I just...how are they back?"

"It's a long story, Pen. Basically, I single-handedly fixed the Accords, had the Avengers pardoned, and we are now working on getting the band back together. We're going to do some training...try to get things back to normal. And they want to meet the girl that kicked all of their asses in Germany."

A warm glow had moved from her chest to her face, making her cheeks warm. "I didn't really…"

"You did." There had definitely been pride in his voice. "Your technique could use some work though, and I'm giving you a chance to work on your technique with some of the greatest fighters there are...including me!"

There had definitely been some worry about telling the Avengers who she was...about letting them know her identity. But she had known that Mr. Stark would be there. He wouldn't let anything happen to her. Wouldn't let anyone share her secret identity. So she had said yes. And immediately, the nerves had started, beginning with butterflies in her stomach and, by last period, it felt like full-fledged panic. During lunch, she'd barely picked at her food, not taking a single bite and waving off Ned's worry, telling him she was just nervous about internship stuff.

He had demanded to know what she would be doing, and when she'd told him, he'd gone into full fanboy mode, almost too loudly. A sharp glare and an apple thrown his way had put an end to it, and he'd apologized, lowering his voice to an acceptable volume. "You get to train with the Avengers! Which ones?" He'd hissed.

"I don't know. Mr. Stark wasn't very specific."

"But like...Captain America? Penny, do you get to train with Captain America? Can you get his autograph for me?"

"Ned, we're going to be training together! I can't just ask for his autograph!"

"Why not?" But then, MJ had taken her customary seat at their table, so she'd gone back to pushing her food around her tray, the very thought of eating making her sick. Usually, she was starving by lunch, then again by last period, but when the bell rang signaling the end of the day, she hadn't eaten anything since some cereal for breakfast and briefly thought that she might want to eat a protein bar or something. This thought was interrupted by the appearance of a very fancy, very familiar car, and she hurried over to find Happy waiting impatiently in the driver's seat.

"Hey, Happy." She greeted, climbing in the back seat and smiling at the grumpy man that grunted a reply. "So...do you know who's at the compound?"

"Didn't Tony tell you?"

"He just told me that the Avengers were there." Happy grunted again. "So...do you know which ones?" She tried. No answer. "Happy!" She whined, and the man rolled his eyes.

"Just Captain America, the Black Widow, the witchy one, and the bird one."

"Hawkeye?"

"Other bird one."

"Falcon?"

"You got it." He waved a hand. Figuring she'd already gotten everything she was going to out of him, she settled back in her seat, staring out the window at the passing scenery until they finally reached the Avengers Compound.

Mr. Stark was waiting for her outside the compound, arms crossed, signature smirk in place as Happy climbed out of the car, Penny following suit. Her mentor was dressed in what looked like a fancy tracksuit, a thin black jacket over what looked like a blue tank top. "Thanks for bringing her, Happy." Happy rolled his eyes and grunted, walking past his boss without a word.

"I don't think he likes me, Mr. Stark." She murmured, slinging her backpack over her shoulder. He reached out, patting her on the arm.

"Sure he does, Pen." He assured her, pulling her over and leading her into the building. "He's just bad at showing it."

"Are you sure?" The sliding doors opened and he led her through the lobby and to the private elevator.

"100% kiddo. Now, we're heading to the gym where you can change, and then we'll get this party started."

"So...Happy told me that Captain America was here?" She started as they stepped into the elevator, FRIDAY greeting her as usual.

"Yeah. Him, Natasha, Sam, and Wanda are all here. Rhodey too. But he won't be doing any sparring." She wasn't so sure about that. She knew that he had mentioned that the team was getting back together...but she couldn't help thinking of the team as being on two different sides. Mr. Stark's side and Captain America's side. The right side and the wrong side. There would be 4 people on Captain America's side...and only her on Mr. Stark's. Well, her and Colonel Rhodes, but Colonel Rhodes had suffered from a spinal injury. Walking was still difficult for him, and even though he used the War Machine suit, he had trouble moving outside of it, despite the braces that Mr. Stark had made for him and the physical therapy he did every day.

Mr. Stark had a strange look on his face. A little knowing smirk that meant he knew something Penny didn't. She thought about asking but decided that she would just wait. Whatever it was, Mr. Stark would tell her eventually. Still, she worried about telling them her identity. Worried about more people knowing who she was. Especially people that had betrayed Mr. Stark. But she didn't know how to bring it up without making Mr. Stark think that she didn't trust his judgment. And she did. She knew that Mr. Stark had her best interests in mind. Still, she was worried.

When they reached the training room, Penny and Mr. Stark stepped into the huge gym. It was full of equipment...treadmills, ellipticals, weights, punching bags. In the middle of the room were thick black mats. There were four of them, all set several feet apart. Penny figured they were set up for sparring. She would possibly be sparring with the Avengers.

The four people already gathered over by the mats glanced up, none of them showing much surprise. Mr. Stark must have told them beforehand how old she was, because none of them said anything. Mr. Stark draped an arm around her shoulders, nodding to the others. "Everyone, this is Penny." He squeezed her shoulder, then dropped her arm. "Spidergirl. Pen, this is Steve Rogers, Natasha Romanoff, Wanda Maximoff, and Sam Wilson." He gestured to each of them as he said their names, and each one of them nodded to her, looking skeptical but not saying anything. "Alright, kiddo. Go ahead and get changed, then we can all get started."

Penny headed into the changing room with the bag he handed her, changing into the sweatpants and the tank top. The shirt was tight fitting...obviously expensive. Perfect for sparring. With the Avengers. Which she'd never done. Her stomach flipped and she held onto the wall and took a few deep breaths. Once she was sure she wasn't going to throw up, she joined the Avengers once more...then froze when she stepped into the room.

Doctor Bruce Banner was standing over by her mentor who smirked at her, lifting his eyebrows. "Doctor...Doctor Banner." She whispered, approaching slowly as though he might disappear. Doctor Bruce Banner was in the room...he'd been gone for so long. And there he was.

"Hi, Penny. Tony's told me so much about you." Doctor Banner held out a hand, smiling at her. Swallowing hard, she took his hand, trying to make words happen, but all she could do was stare. "It's really nice to meet you."

"Doctor Banner...Doctor Bruce Banner." The man chuckled, eyes narrowing in confusion.

"Yes. He dropped her hand, glancing over at Mr. Stark who seemed to be on the verge of laughter. Reminding herself that the Avengers were all watching, she took another deep breath, stomach flipping once more.

"I'm...I'm sorry. I just...you're brilliant. I mean, I've read your books and I did a project on you at school and I tried to replicate some of your findings but I couldn't figure it out so I asked Mr. Stark and he couldn't figure it out either and...I'm sorry...I'm a huge fan." His smile softened and he chuckled.

"Thank you. Tony, you didn't tell me she was such a huge fan."

"I figured she would tell you herself." Mr. Stark told him with a grin.

"Are you sparring with us too?" She wondered.

"No...I don't really, uh...do that." He jerked his head toward the changing rooms on the other side of the gym. "He will, though." Frowning, Penny followed his gesture and felt her heart stop when Thor stepped into the room.

"You must be the Spider child. Nice to meet you." The god of thunder boomed, approaching and dropping a heavy hand on her shoulder.

"You...you too, Mr. Thor." She had to fight to keep her voice even, almost succeeding.

"Alright." Mr. Stark clapped his hands, sending her another little smirk. "Now that everyone has met, it's time to get to work."

Work meant sparring. Colonel Rhodes and Doctor Banner took up residence off to the side of the gym, talking softly and keeping an eye on the others while Captain America took over, pairing them up. The first pairs to start off were Natasha and Sam, Steve and Wanda, and Penny and Mr. Stark, with Thor watching from the side with the other two. Penny walked over to the mat, standing across from her mentor and glancing nervously at the others.

"So, did you like the surprise?" Mr. Stark asked, bringing his fists up. Not too sure about sparring with an unenhanced human, she put her hands up as well.

"Why didn't you tell me that Thor and Bruce were here?" She asked, uncomfortably aware that the others were all stealing glances at her. She took an easy step back when Mr. Stark swung, responding with a quick punch that was more of a tap. He snorted.

"I wanted it to be a surprise! Now come on, kid. You can hit me harder than that."

"I'll hurt you if I hit too hard." She told him, ducking at the fist that came toward her face and tapping him again on the shoulder. He rolled his eyes.

"Come on, Pen. You aren't going to hurt me. I trust you, kid. Trust yourself." She danced over to the side, ducking another punch, then hitting him with just a little more force in the shoulder, every movement halfhearted. On one of the other mats, Sam was thrown to the ground, as was Wanda. Captain America held out a hand to the girl while Sam pulled himself to his feet, then the others gathered around to watch Penny dodge Mr. Stark's punches with ease.

"Alright. That's good. Tony, pair off with Sam. Penny, with me." Penny threw Mr. Stark quick panicked look, and Mr. Stark gave her a gentle push.

"Go easy on him, kiddo." He warned as Natasha joined him on his mat, and Penny followed Captain America over to his, heart pounding, stomach twisting. The man put his fists up and she followed suit. He was enhanced. He could take a punch. He had betrayed her mentor. That last thought lit a fire in her body, and she felt herself focus for the first time, forgetting about Thor and Doctor Banner and the fact that she wanted to prove herself. This man had betrayed Mr. Stark.

She leaped back when Steve threw his first punch, ducking under a second, then ducking under his leg, spidey senses warning her every time he got close. As they circled around one another, she kept her eyes locked on his, and his skeptical look faded into one of grudging respect as the time went by, the others ending their own matches to watch. "You're fast, kid. And you have good reflexes. But sometimes you need to go on the offense." He told her, and even though she didn't trust Captain America and even though she was learning that she was a little angry with him, she knew he was right. She was here to learn to fight better.

So the next time she dodged a punch, she brought another hand up, fist catching him in the chest and knocking him back a few steps. She didn't hit as hard as she could...she didn't want to hurt him, but she did feel a thrill at fighting with someone that was strong like her. He grinned a little, apparently feeling the same thing, and when he swung again, she caught his hand in one of her own, stopping him easily. "How strong is she?" She heard Doctor Banner ask, and was distracted just long enough for a fist to slam into her jaw.

Silence. The room went so quiet that she could hear everyone's heartbeat. Steve was pale and horrified, and she took advantage of his distraction by swinging and landing a punch of her own, fist colliding with his cheek. Then he was back to it, the two of them circling and punching, barely landing any hits, but each managing a few. She felt sweat running down her back, barely managing to regain her footing when he managed to kick her in the side hard enough that her ribs protested.

Stumbling, she paused at the edge of the mat, then turned, getting closer to him than before, then got a punch in, fist hitting him in the jaw, then, as he was stumbling back a step, she hooked a leg around his leg, pulling hard on the back of his knee, and one more hit to his cheek and he was down.

"Holy shit," Sam whispered, eyes wide as she shook his head, and Mr. Stark was grinning, arms crossed over his chest. "She is fast."

"Told you she was good." Mr. Stark told him, smug. Heart pounding in her ears, Penny felt herself smiling a little. Mr. Stark believed in her. She was sweating, the air in the gym chilling the sweat on her skin, and now that the match was over, she felt like she'd been fighting for hours.

"She is." Captain America chuckled, holding up a hand that Penny grabbed, pulling him to his feet which was harder than it should have been. The room was spinning, and it was kind of hard to focus. "Good job, kid. I'd like to see you spar with Nat." What? More sparring? She didn't think she could do it. Didn't think she could walk...her legs wouldn't move. She felt rooted to the stop, limbs too heavy. "You're fast. We can work on the rest...actual technique and managing your strength. I know you're strong...strong enough to knock me down, but you hold back most of the time."

He was still talking to her...giving her valuable feedback, and everyone else was standing around and listening, hearts beating so much slower than hers, and holding herself upright was getting harder. "Nat can help you with technique more than I can. Why don't you two pair up?" He took a step backward, gesturing for the Black Widow to approach. But no one was speaking. Why was no one speaking? "Kid?" He asked, and he sounded concerned. She didn't know why.

"Mr. Stark?" She knew that Mr. Stark could help her. He believed in her and he wanted her to be in the Avengers when she was ready and he would help her. He always helped her.

"What's wrong, Pen?" Mr. Stark asked, moving closer. Everyone was so close...hearts beating so loud...but hers was so fast.

"I can't walk." Her words slurred...but she wasn't drunk or anything. No concussion. Then suddenly she was on the mat with no memory of how she'd gotten there.

"Penny!" Mr. Stark sounded panicked and she wasn't sure why. "What the hell did you do?" Was he asking her? Because she had no idea what she'd done. She was laying on the mat and it was pretty soft and she couldn't lift her arms.

"Nothing!" Steve cried. "I...I didn't hit her that hard…"

Then Doctor Banner was there, so close to her face, fingers against her throat. "Tony, give me some room, okay?" Mr. Stark did, scooting just a little but staying close.

"Is she hurt?" Thor asked, booming voice softer than before. He had moved closer too. Everyone was close and she was sweating and shaking and she couldn't form words and she felt like she was on the verge of passing out, which, even though she knew would be bad, sounded nice. Sleep sounded great.

"Her pulse is too fast. Skin pale and clammy...she was slurring her words." Doctor Banner murmured, touching her hand. "Penny? Can you talk to me? How are you feeling."

"I'm...so dizzy. I...I can't…"

"Okay. You're okay, kiddo." The doctor assured her. "Steve, can you hand me that bag?" Time passed...she wasn't sure how much. But then something poked her finger...she was too tired to flinch. Mr. Stark moved closer, a hand on her head.

"Mr. Stark?" She slurred.

"You're okay, kid. Just hang on."

"Penny, when was the last time you ate something?" Doctor Banner asked.

"Um...cereal...I think."

"When?"

"Breakfast."

"Okay. Steve, can you go to the kitchen? Get me a soda. Protein bars. Crackers. Hurry." He ordered, voice soft and intense. Then he spoke to Mr. Stark and probably whoever was standing around. "Her blood sugar is way too low...what's her metabolism like?"

"Fast. She has enhanced healing." Mr. Stark told him.

"She's barely eaten anything today, and then she trained with Steve...her blood sugar is dangerously low. Try to keep her awake. Nat, can you find me a blanket? Tony, has this ever happened before?" Doctor Banner demanded.

"Not that I know of."

"This kind of thing can lead to long-term damage if she's not careful. Not to mention, I've seen what she can do. She swings from buildings...if her blood sugar drops when she's that high up…" He trailed off, and then someone draped something over Penny. She shivered, eyes closing, but Mr. Stark squeezed her shoulder.

"Don't sleep, kiddo. Come on. Stay awake." Mr. Stark moved down to sit beside her, carefully sitting her up and leaning her against him, his arm holding her upright as she dropped her head on his shoulder. "You're okay. Geez, kid...you can't do this to me." He murmured, voice strained and worried, but she could tell he was fighting to keep his voice even. But what had he said?

"Huh?"

"Here." That sounded like Steve, and then something was being held to her mouth.

"Eat, Penny." Doctor Banner urged, and she opened her mouth, clumsily bringing up a hand to hold the cracker. Then another. She took a drink of soda when that, too, was held to her lips, and then she ate more crackers, then a chocolate protein bar. As she ate, the lethargy faded, and she found that she was sitting on the mat, leaning against Mr. Stark, Doctor Banner the only other person in the room. Where had the others gone? She looked around the room, and Mr. Stark must have noticed.

"The others headed upstairs to take a break. They didn't want to crowd you." He murmured, a hand rubbing her back.

"Penny, let me take your sugar again." Doctor Banner reached for her hand, and she gave it to him, letting him poke her in the finger. He stared at the meter, then nodded. "Better, but still not great. You need to rest for the rest of the day. Tony, you have someone that can stay with her?"

"I will." Mr. Stark insisted, standing and reaching down to her. She took his hand, frustrated with the weakness in her legs. "You're okay. Let's get you upstairs. FRIDAY, order the usual. Plus eight more pizzas for the team. Penny, bring that soda. You need to finish it." He told her, keeping his arm around her and leading her to the elevator, then into the bedroom he'd set up for her, easing her onto the bed.

"I'm sorry...I didn't mean to ruin the training." She murmured, face flushing.

"You didn't ruin anything, Pen." Mr. Stark assured her.

"Are the others mad?"

"No." He pulled a blanket over her, taking a seat on the bed beside her. "You scared me to death, and we're going to have a serious talk about eating regularly when you feel better You definitely freaked Steve out, but you also managed to take him down, and everyone was impressed. You did good."

It took a while, plus several slices of pizza, but by the end of the night, Penny was feeling a lot better. Mr. Stark had called May and told her that Penny was staying over at the compound since it was Friday night, and Penny woke early, stumbling into the kitchen and finding herself alone with Captain America. "Oh...good morning, Penny." She flushed a little, the previous night coming back to her.

"Hi, Captain. Um...I'm sorry about last night."

"You don't have to be sorry. And you can call me Steve." He held out a glass of orange juice that she took with a quiet 'thank you.' "I have to admit, when Stark told me that you were...well, that you were only fifteen, I was...skeptical. But I can see why he recruited you." The captain told her with a smile, leaning against the counter while she drank the juice. "Are you feeling better?"

"Um...yeah. I am. Thank you."

"Next time, I'm going to pair you up with Nat. I think with some training, you're going to be one of the best of us. Easy." He smiled, and she was surprised how earnest his eyes were...how kind. He looked just like she had thought Captain America would look.

"You got that right." She jumped a little when Mr. Stark appeared, a hand cupping around the back of her neck. "Alright, Capsicle, what are you making us for breakfast?" His smile was strained. Penny realized he was still hesitant around Steve...still a little nervous.

"Can't you just order breakfast, Stark?" Steve asked with a chuckle, and Penny knew that the Avengers were going to be okay. Eventually. And she'd be there for Mr. Stark until they were. No matter how nice Steve was, and no matter how cool Natasha was or how friendly Doctor Banner seemed, she would always be on Mr. Stark's side. Also, she swore she'd never train with the Avengers without eating first ever again.


	21. Severe Illness

**Severe Illness**

Penny swung from building to building, arms aching, shivering as the cold water penetrated her suit, hating herself more and more every second. This was wrong. She shouldn’t be running. Shouldn’t be wasting any of the time they had left. Together. Her family…or, what was left of it. She should be at home, sitting with May in their apartment. Making memories that would have to last her in her aunt’s absence. 

She landed on a rooftop, crossed it in several steps, the swing again. She was leaving New York without actually planning anything. Swinging and swinging in the dark and knowing that May would worry and knowing that there was probably a tracker in her suit but not caring. Not able to make herself care about anything. Because if she started to care then she’d really lose it and she couldn’t afford to do that yet.

The doctor had given them the news a few hours ago. Only a few words had stuck with Penny. Cancer. Aggressive. Inoperable. Three weeks. Three weeks.

Her aunt hadn’t cried. But Penny had. 

Three weeks. 

A swing and a miss. She stumbled in the alley and crashed into the concrete, crying out without meaning to. Stared down at the wet concrete and at the blood dripping from her palms. They couldn’t make her go into foster care. She’d run. They’d never catch Spidergirl. She’d run forever. 

Her phone was at home. On her nightstand. Karen hadn’t said a word and Penny wondered why. Could the AI sense that she was one kind word from falling apart? 

Three weeks.

A foster home was out of the question. Her aunt was going to die. Her aunt was dying. And Penny knew she was probably terrified. Probably just as scared as Penny was. More scared. But she was leaving her. Penny knew it was irrational to think that way, but May was leaving her like her parents had left her and like Ben had left her and some tiny, furious part of her brain told her that it was her fault…that people had always left her and would always leave her because that’s what she deserved. That’s what her life was. People left. She was alone. Always alone.

Three weeks. It wasn’t enough. Not even close.

“Penny, FRIDAY is telling me that your aunt is attempting to contact the tower. Would you like to hear the conversation?”

Yes. No. Mr. Stark was out of the country on business. But the others were at the tower. “Yeah.” She whispered, voice raspy. 

She heard her aunt’s voice as someone picked up the phone. “Hello? Tony?”

“No…I’m sorry, he’s in Germany on business. Can I help you?” That was Colonel Rhodes. Rhodey…he’d asked her to call him Rhodey ages ago. Before Titan. Before…everything. She’d turned to dust and she’d felt it and May had lost her and now she was going to lose may. 

“This is May Parker. Is Penny there?” Her aunt had been feeling sick for a few days…weeks, actually, but she hadn’t wanted to say anything. Hadn’t wanted to draw attention. Until Penny had finally forced her to go to the doctor. 

“Um…no. I’m sorry. I don’t think so.” She imagined him at the tower, standing in the living room, the other Avengers living their lives around him. Maybe stopping to see what was going on. “Is everything okay, Mrs. Parker?”

“No.” Her aunt’s voice broke then, and something inside Penny crumpled. “No, she…we got…we got some bad news today and Penny…she left. I don’t know…I don’t know where she went and I know she’s so scared…and…”

“Woah…okay. Okay, Mrs. Parker. I’ll get the team. We’ll find her, okay? She has a tracker in her suit. We’ll find her.”

“Tony…I need to talk to Tony.” Her aunt sobbed. Penny knew she should be there. Should be with her aunt. She was ashamed…she was a superhero. She didn’t run away from problems! But she didn’t know how to face this one.

“Okay. I can give you a number where you can reach him. Can you tell me what’s wrong? Do you need help?” 

“Cut the call,” Penny whispered, and there was silence once more. She didn’t want to hear her aunt tell Rhodey what was happening…how their family was coming to an end. How the very last person in the world that she had was going to be gone soon. Her family was imploding and she didn’t know what to do. She was still in the alley. She had three weeks. Three weeks left with her aunt. Six months left until she was eighteen. Head in her hands, she curled up in the rain, back to a dumpster, ragged sobs fighting to claw their way out of her throat. She couldn’t take it. Couldn’t survive this too. 

She knew she should keep going. Should keep running. They would catch her and she’d have to go to a foster home or something and then…they would find out that she was Spidergirl and she couldn’t bear this. Couldn’t bear any of it. Knees against her chest, she hugged her legs, shivering in the freezing rain. Why couldn’t it have been her? Why couldn’t she have been the one to be sick? She could handle that. But her aunt…May…how could she live without May. May wouldn’t see her graduate. May wouldn’t be with her if she ever got married. On her first day of college. Her last day of college…every thought brought a new wave of pain and she shuddered, cold air making her shiver as water soaked into her suit. 

It took them less than an hour to find her. She heard them but didn’t know which ones had come. There were three of them. But finally, someone approached, light footsteps getting closer and then someone crouching beside her on the cold ground. “Hello, Penny.” 

She had spoken to Natasha Romanoff maybe six times. They’d sparred once or twice, and once when she’d been over at the tower spending the night, they’d run into each other at breakfast. The woman had always been friendly. Scary, but never mean to her. Still, Penny didn’t speak to her, just hiding her face in her knees, shivering. “Here.” The woman murmured, wrapping a jacket around her. “You’re freezing.” 

“I’m fine.” 

“Your aunt called. She told us what happened.” Penny was silent. “Tony is on his way back from Germany. We have the best medical professionals in the world at our disposal. Tony is going to get all of them. There’s still a chance that your aunt will be okay.” There was a long pause. “Even if she isn’t…you’re an Avenger.” 

“Barely.” Penny snorted. A hand landed on her back, firm. 

“You are an Avenger. By any definition of the word. You’re one of us. Tony would never let you go without a home. They’re setting it up legally now. Tony will be your guardian if something happens to your aunt. And I know it sucks. I know you don’t want this…you’ve already lost so much family. But we can be your family too.” Penny finally peered up to find the red-head looking closely at her, leaning in as rain soaked her skin and clothes. “No matter what, you should take the chance to be with her.”

“I know,” Penny whispered. Natasha rubbed her back for a moment. 

“We’re bringing your aunt to the tower. Helen Cho is on her way as well as her team, and they’re going to look after her. Get a second opinion. Tony’s on his way back. He asked us to bring you back.” The hand on her back moved to wrap around her. “Are you ready to get up? You’re freezing. Also bleeding.” 

She sniffed, knowing that if she didn’t go with Natasha, there were other Avengers that were ready to convince her. Not that they’d hurt her…but they might drag her back. “Okay.” She whispered, letting Natasha pull her up. 

Captain America leaned against a car out in the street, baseball cap pulled over his eyes. On the other side of the car was Thor, both of them under an umbrella and trying not to look conspicuous. She didn’t make eye contact, climbing into the back seat with Natasha while Steve drove them back…she supposed they’d gotten the two strongest Avengers to drag her back if they had to. It was both irritating and a little comforting. They didn’t know each other very well, but they were still ready to help. 

She curled up in the back seat, leaning against the window, and in the background, soft classical music played. Steve turned the heat on and she shivered, huddled under Natasha’s jacket. It was a long, silent drive back to the tower, and when they finally pulled up, she climbed out of the car without a word to the others, knowing she should thank them…thank them for going to get her and being there, but she couldn’t. Couldn’t say anything. Couldn’t make herself focus on anything except her aunt. 

They caught up with her easily, all four of them stepping into the elevator, Penny keeping her mask on the whole time. She knew she probably ought to pull it off…they knew what she looked like. Pulling the bottom of her mask, she yanked it off, twisting it between her hands and unintentionally wringing it out on the floor of the elevator. No one said anything as she dripped. Then, as soon as the elevator doors opened and deposited them in the medbay, she was stepping into the waiting room, eyes scanning for a familiar face. But the room was empty. 

“Wait here. I’ll see where everyone is.” Natasha ordered, stepping purposefully forward toward a set of doors on the other side of the room. Left with Thor and Steve, two people she’d barely spoken to, Penny just stood there for a long time, arms hanging at her sides, dripping on the floor, wondering why she couldn’t move. Wondering why she was stuck in place and why her aunt was dying and why they only had three weeks and why she’d run and if she could run again. She was so scared. It was all she could feel. Scared. 

“Come and sit down.” Steve urged, but he didn’t touch her. Like he thought she was delicate or going to snap or something…maybe he was right. Maybe she’d break if he touched her. Instead, he stood right beside her, hand hovering. She was so cold, even under the jacket Natasha had wrapped around her. She was so tired…so cold. “Penny?” The hand lowered, landing on her shoulder, and she thought about letting her legs buckle. Letting herself drop. She wanted to lay down. Wanted to sleep. Wanted to wake up from this nightmare.

Three weeks. 

“Come on.” Steve pulled gently on her shoulder, leading her over to one of the chairs and pushing carefully until she was sitting. 

Natasha reappeared, glancing over at Steve and Thor who remained standing. “Helen is looking over your aunt now. Tony should be here in less than four hours. He’s coming as fast as he can. You should go get changed.” Penny didn’t move. Didn’t lift her eyes or speak or even open her mouth. She couldn’t. “Penny.” 

“I can’t,” She whispered, closing her eyes and dropping her head. 

Steve sat beside her, leaning in and peering up at her. “Penny?” She opened her eyes. He was close, eyes earnest and gentle. “You’re going to get sick if you don’t get changed.” He told her softly. “Tony asked us to look after you until he gets here.” She swallowed hard. “You’re not alone, kid. The Avengers are a family, okay? You’re our family, and so is May. We’re going to do everything we can for her. And…and if it’s not enough, we’re going to take care of you.” He lifted a hand, reminding her of Mr. Stark during their first meeting…how he’d hesitated before dropping that hand on her shoulder in her bedroom.

Steve did the same thing, finally dropping a hand on her back, rubbing small circles over that jacket. “You have a room already, right?” She nodded. “Okay. Go get changed into some dry clothes.” So, since she was an Avenger and he was Captain America, but also because he was trying to take care of her, she did. 

Her bedroom at the tower was cold. Or maybe she was just cold. She wanted to take a hot shower and then curl up in a warm blanket…lay down in her bed. Go to sleep. Pretend none of this was happening. But she knew better. Knew that she couldn’t pretend…that it wouldn’t help.

So she opened the dresser and pulled out a pair of sweatpants and a T-shirt…just plain gray. Then dried her hair as best she could, heading back to the elevator and leaving her wet suit in the bathroom. Padding down the hallway in her now dry clothes and socks, she headed for the Medbay where she found only Steve. He glanced up as she entered, nodding to himself. 

“Better?” He asked. She nodded. “Helen is still with your aunt. She brought this.” He held out her phone that she took with a numb hand, staring down at the missed texts silently. All from Mr. Stark.

“Your aunt called. I’m on my way.”

“It’s going to be okay.”

“Don’t worry, kid. I’ll be there soon.”

“Can you answer me?”

“Your aunt said you left your phone home. When you get this, text me back.” Penny sat down in a chair beside Captain America, gripping the phone. He was quiet, glancing over at her occasionally. 

“She’s going to do everything she can,” He tried to assure her. 

“I know.” Three weeks. They’d given her aunt three weeks. Three more weeks to live. And she’d run. “I ran.” She told him, not sure why she was confiding in Steve Rogers. Steve Rogers who she rarely ever spoke to. Who she had maybe trained with twice. But he was there. And had that look on his face like he could be trusted. 

“You needed some time.” His voice was reasonable, but she shook her head.

“I’ve already lost everyone else.” He sighed softly, resting his elbows on his knees and turning to face her. “My parents. My uncle. Everyone. I can’t…I just…” He reached over, a hand on her knee, and she stared at it for a moment. “I can’t.” 

“It’s okay.” He murmured. “It’s going to be okay. Stark is coming, and he’s going to make sure that your aunt is taken care of. And if they can’t…then…you have the Avengers. I know that we can’t replace your family. And I know that you’ve already lost so much. We aren’t much of a family…we haven’t been much of a family since the beginning.” He admitted. “But we’re working on it. And you’re a member of that family.” Her eyes were hot, and she felt her lip trembling, but she couldn’t. Not yet. Couldn’t break down until she saw her aunt. Until she heard the top medical experts tell her what was going to happen to May.

Helen Cho came out of the room at the end of the medbay after about forty-five minutes, her face impassive. “Hello, Penny.” She held out a hand that Penny stood to take. Captain America stayed where he was, apparently ready to keep his distance while Penny walked with Doctor Cho into the room where she found her aunt waiting, sitting up in bed. Penny moved over to her side before she realized she was even moving. May opened her arms, pulling Penny close and half dragging her onto the bed.

“I’m sorry…May, I’m sorry.” She whispered, and her aunt smoothed her hair back. 

“It’s okay, baby.” May murmured. 

“I’m so sorry. I shouldn’t have run off…”

“I know. I understand. It’s okay.” Sniffing, she tucked her head under her aunt’s chin, unable to believe that this could be it. 

After a moment, they turned to Doctor Cho who had taken a seat in a chair on the other side of the room. “Mrs. Parker, I’ve been looking over the results of your tests.” She began, leaning in, holding a clipboard. “I believe the tumor is operable…but risky.” Penny closed her eyes after those words, not wanting to know. Not wanting to hear this. “What you need to know is that we’re going to do our best. You will have the best medical care.”

“I need to talk to Tony before we do anything.” May insisted, sniffing softly and wiping under her eyes, one hand on the back of Penny’s head. 

“Of course. We won’t be able to do anything until tomorrow. I’ll need to get a team together. For now, I’d like for you to rest, and we’ll get you started on an IV. We’ll be admitting you, and preparing you for surgery tomorrow afternoon.”

“Okay. Penny, honey, why don’t you go upstairs to your room? Take a shower, get some rest?” Before Penny could argue, Doctor Cho nodded in agreement.

“That’s a good idea. I’ll need to get your aunt settled in, then she will be sleeping. You should get some rest.” 

Penny knew that there wouldn’t be any resting. There was no way she’d be able to go to sleep. Instead, she left the room, walking through the medbay as if in a trance, ignoring Captain America who watched her pass, then stepped in the elevator. She didn’t dare let herself hope. Not yet. Not until she knew for sure. “Where would you like to go, Penny?” FRIDAY asked, tone almost gentle. 

“My room.”

Penny’s room was on Mr. Stark’s floor…hers was the only one. The rest of the team had their own floor…well, floors. Two of them. And they didn’t all always live in the tower, but since…everything…since Titan and Thanos, they’d been staying there more often, Penny included. She stepped into her bedroom once more, intending to take a shower. Instead, she slid down the wall, sitting on the floor in the corner, lips trembling as she dropped her head onto her knees. That was where she stayed until there was a knock on her door. She ignored it.

“Penny?” Mr. Starked asked. “Can I come in.” 

“Yeah.” She whispered, and he stepped inside her room, lips tight, arms limp at his sides as he looked down at her. 

“Kiddo…” He murmured, joining her and sliding down the wall beside her, an arm going around her shoulders. One second, she was leaning her head against his shoulder, the next she was sobbing, tears soaking his wrinkled suit. “I know…I know, sweetheart. I’m so sorry.”

“Not her too.” She whispered. “Please…please don’t let her die too.” She knew even as she spoke that it wasn’t fair. She shouldn’t be putting this on him. But he was Iron Man! He was a billionaire! Surely if anyone could do something, he could. 

He squeezed her to his side, nose buried in her hair. “I’m going to do everything I can, honey, I promise. Everything. I’ve got everybody I can…every doctor, every specialist. Kid, I am throwing money at this like nobody’s business. And I talked to May.” He tucked some of her hair behind her ear. 

“She kept saying she wanted to talk to you.” She sobbed.

“She did.” He rubbed her back, taking a deep breath. “She wanted to ask me something. A favor…not that she even needed to ask.” She glanced up at him through wet eyes. “She asked if I would take care of you if…if the surgery didn’t work.” She started to shake her head, embarrassed. That was too much to ask.

“You don’t have to…”

“Of course I don’t have to. But you’re a member of the Avengers, Pen, not to mention the closest thing to family I have besides Pepper.” She blinked hard, tears still dripping down her cheeks. “You’re always going to have a home here. With me. I’ve got you. Okay? You don’t have to worry about that.” She sniffed, laying back down on his shoulder. “You’re freezing, kiddo. FRIDAY said you were out in the rain.” She nodded. 

“Yeah.”

“Okay. Go take a hot shower, then try to get some sleep. Helen is getting a team together to do the surgery, and you can see May in the morning. First thing. I promise.” She felt him press a kiss to the top of her head. “I love you kiddo. You’re going to be okay. I’ve got you. No matter what.”

Closing her eyes, Penny curled up closer to Mr. Stark, letting him hold her tight. She would do as he’d asked, but she needed another minute. Emotionally drained, she slumped against his side. “I love you too. Thank you.”


	22. Seizure

**Seizure**

Natasha Romanoff hadn’t had any intention of becoming involved with Stark’s little pet spider. Ever. The girl had joined them in Germany, fighting pretty well, but then Natasha had been on the run with Steve and she hadn’t been able to give the girl much though. She knew almost nothing about Spidergirl except for what she saw on the news and what Stark had told her. It was a girl. She was on the younger side. That was about it. And that was all Natasha needed to know. She didn’t really care. Stark could sort his own stuff out, and she would deal with hers. Including living in secret with Steve, Sam, and Wanda.

She missed Clint. They’d taken up residence in an abandoned building in the bad part of town, none of them too worried about people breaking in. She’d dyed her hair blonde to keep people from recognizing her, while Wanda just generally didn’t go outside during the day. Steve was in an on-again, off-again relationship with that cellphone he’d given Stark, occasionally giving updates, and Stark had sent them some money a few times, usually cash in an envelope to a PO Box, and they used it to buy food and stay hidden. Stark was working on getting them an untraceable apartment but until then, they were squatters.

As far as she knew, Ross was still after them. Still wanted to lock them up on the Raft and kill them or torture them or something. She had contacts all over the globe, a thousand ways to disappear...and she was about fifty six percent sure that Stark was on their side and wouldn’t let them die on a floating prison in the middle of nowhere, which weren’t the worst odds she’d ever had to live with. So she dyed her hair and wore different clothes and didn’t make eye contact with the hooligans that criminals that lived in their new neighborhood. She played cards with Wanda and strategized with Steve and Sam and read books in Russian and English and tried to pick up more Spanish. Anything to pass the time. Natasha Romanoff was an expert at passing time without being detected.

She was out on a walk. The apartment filled with their sleeping bags and meager possessions was getting too stuffy, even for her, so she left without a word, climbing out the window into a back alley and started to walk, feet taking her toward Queens. That’s where the Spider girl was...right? Queens. It wasn’t a conscious decision. She was just walking.

Who was she kidding? All her decisions were conscious. Thought out. Calculating.

It was nearing six o’clock, and she walked like a woman getting worried about being out late in the dark and the cold. To do otherwise would be to stand out. So she hunched and held her bag close and glanced into alleys, all the while looking up. She didn’t care much about Stark’s pet spider, but she was human, and humans were curious.

Curiosity killed the cat.

Satisfaction brought it back.

None of the others had asked where she was going. They never did. Sometimes she called Clint from a pay phone and listened to him grumble about Stark then talk about his family. He was her best friend, as far as she could have best friends, and so she didn’t remind him that he’d made his choice. The same thing she’d told Steve a few times. They’d all made their choices and there were times when she wasn’t sure whether or not she’d made the right one. She didn’t like the idea of the Accords...but she also knew that they could have made them better. Maybe they’d still get the chance. She hoped so.

Someone was following her. She paused in her steps for just a second, turning just a little to glance behind her and then continued to walk. No one was in sight, but she knew better than anyone that that didn’t mean anything. So she kept walking, fingers slipping under her coat to grab the gun and touch the trigger. She wasn’t sure why they were following her, but it was never a good thing. Friends didn’t follow at a distance and remain out of sight.

The van that drove past her was going too slow. She turned onto another road as they drove by, concentrating on the van. Walking quickly, she used the grid to her advantage, going north and east, then south, then west, walking in circles and trying to get another glimpse of the van. She was eerily alone. New York was never empty, but she’d found herself on an empty street. Sighing, she tried to figure out whether or not she should go back to the safe house. Hide with the others. But if they found them because of her...she couldn’t risk it.

The van was parked up ahead. One part of her brain suggested that it could just be a normal person. Just a normal van. But of course she knew better. She’d spent her whole life learning better. Gripping her gun, she moved toward the van. There was only one way to know for sure. And as she approached, the door slid open. Five people climbed out, all staring at her, and she froze. She was screwed.

Guns lifted and she got ready to lunge into an ally and run when something slammed into one of the men and they were stuck to the van...stuck to it. By a spider web. She turned and found a red blur swinging by, bullets flying, and people were screaming, but all she could think of was getting out, so she aimed and managed to get one of them between the eyes, ducking into an ally as he dropped. Three left. Three people shooting and then a driver and something happened...a gunshot severed the web or hit the girl or something...the red blur crashed into the street, skull cracking against the pavement.

They ran toward the prone figure, guns drawn, making it almost easy for Natasha to pick them off as the girl pulled herself to her feet, moving unsteadily. Then the girl looked up, wide, white lenses meeting Natasha’s eyes, and the girl raced toward her, wrapping an arm around her waist and shooting a web, propelling them both into the air and up to the top of a building. Acting on instinct, Natasha grabbed the girl, holding her tight around the shoulders as they moved, swinging from building to building around the back alleys of New York, then finally landing on the roof of a building not too far from their hideout.

Spidergirl stumbled when they landed, letting go of Natasha and crumbling to her knees, knocking them both to the ground. “They’re after you...they’re still...you have to go…” The girl slurred a little, and Natasha climbed to her feet. “Miss Romanoff...you have to…”

“Okay. I think we’re far enough away.” Natasha grabbed the girl by the shoulders, steadying her.

“No...they’ve been following you...we have to keep going.”

“How do you know that?” The girl let Natasha pull her to her feet, stumbling a little but finally managing to steady herself.

“I’ve been following you too.” Spidergirl admitted. Natasha just lifted an eyebrow and the girl sighed.

“I found you guys a while back so I just...I was keeping an eye on you. Making sure Ross wasn’t getting close. Yesterday, they were. Getting close, I mean. So I was going to tell you but...they found you first.”

“Okay…” Natasha sighed, not about to scold the girl for helping. Whoever she was, she was obviously on their side. As far as she could tell anyway...she reserved the right to change her mind. Then again, as far as she knew, the girl had never hurt anyone. “Okay. How many vans were there?”

“Um...three but…” The girl pressed a hand to her head, starting to sway, and Natasha gripped her arm. “Ow.”

“You okay, kid?”

“My head...I...shit.”

“Alright. You might want to sit down. You hit your head pretty hard.”

“No...don’t call...I’m fine.” The girl slurred.

“What? Call who?” Natasha wondered.

“Karen...no.”

Natasha had no idea who Karen was, but she obviously wasn’t on the roof with them, so she eased the girl down onto the ground, a hand on her shoulder. “Okay, listen, you hit your head. You need to just...stay down. I need to take your mask off.”

“Karen, stop. Don’t...don’t do that…”

“Kid, who’s Karen?” Natasha asked, looking around and feeling more and more nervous. “How hard did you hit your head?” She muttered under her breath, slipping a hand under the girl’s mask and easing it off. No one could see them. They were alone on a roof...the highest roof in the area. When she looked back down, she felt her heart stutter to a stop.

Natasha had seen plenty of injured children. Growing up the way she had...well, it was better that she didn’t think about that. But this...this was Stark’s Spidergirl.? This was a child. Maybe fifteen years old...small. And bleeding. The girl didn’t seem to be aware that Natasha had removed her mask, as she stared up at the sky without seeming to actually see anything, pupils huge and unfocused. “Kid? Hey, Spidergirl?” She asked, shaking her a little.

“My head...Karen don’t call…”

“Look, I don’t know who the hell Karen is but…” Natasha cut herself off when the girl’s eyes rolled back into her head and she went rigid, then started to jerk, Natasha just barely getting a hand behind her head in time to prevent her from smacking it on the ground. “Shit...shit shit…” Natasha hissed while the girl grunted and seized. Looking down at her watch, she took note of the time, then yanked out her burner phone. Steve answered after only one ring.

“Steve, I need you to call Stark. Now.”

“What’s wrong?” He asked, and she knew he was probably in full fight mode, motioning for the others to come.

“His Spidergirl found me. A couple of Ross’s guys were after me and she saved me. But she hit her head...she’s seizing. It’s been almost a minute...get Stark. Her brain is bleeding and she needs medical now.”

“Okay. I’m calling him…”

“Wait…”. Natasha trailed off, staring up at the approaching suit and feeling herself tense before recognizing it. Iron Man. “He’s here.”

“Do you need backup?” Steve asked. She wasn’t sure if he meant backup to help with Ross’s men or with Stark.

“No. I’ll call you back.”

The Iron Man armor dropped onto the roof beside her, not opening quickly enough for Stark who practically clawed his way out, jumping out onto the roof and rushing over to where Natasha still held the girl’s head...she was still seizing but the movements were slowing.

“Nearing two and a half minutes.” Natasha informed him, knowing that he wouldn’t care about pleasantries. She could see it in his face...he loved this girl. Loved her in a way Natasha had never seen him love anyone else.

Tony sat on the ground beside the girl, hand repacking Natasha’s as he pulled her half into his lap, a hand stroking her hair, jaw tight. “Alright. There you go, kid. I’m right here.”

“She found me...saved me from some of Ross’s men.” He gave no sign that he’d heard. “She’s pretty badass.” His lips twitched at that one.

The seizure stopped and the girl lay limp on the roof, eyes open but unfocused. “Alright, honey. It’s over. Just breathe. You’re okay.” He kept stroking her hair, one arm wrapped around her and holding her in his lap. “I’m right here.” He loved her.

Curiosity killed the cat. “Is she yours?”

Stark looked up at her then, his eyes telling her what she needed to know.

Satisfaction brought it back.

“I need to get her to the medbay. She has a healing factor but I need to get her head looked at.” As if prompted, the girl in his lap made a noise...uncoordinated and weak. But immediately she had Stark’s full attention. “Hey, kid. Stay still. You’re okay.”

“Mm...mssr...Sstrk.”

“Yep. I’m here. Take it easy, Pen.”

“Bla...bla...w..wid…”

“Yeah, that’s Natasha. Black Widow. She’s fine.” He glanced up to check the accuracy of that promise and she nodded. “How about a trip to the Tower, huh?”

“Wha…”. She blinked, sighing and swallowing. “What happened?” She focused on getting the words out as he stroked her hair.

“You fell, kid. Hit your head pretty hard. So we’re going to get you to Helen and make sure you’re okay.”

“Okay.” He lowered the girl carefully back down to the ground, easing his hand out from under her head, then climbed back into his suit.

“Will she be okay?” Natasha asked, voice soft.

“Yeah. She should be.” He told her, lifting the face of his suit as he picked the girl up again, cradling her with one arm while the girl automatically wrapped her arms around the neck of the suit. “Thanks. For sitting with her.” Natasha nodded.

“Of course. She helped me out of a jam.”

“Yeah. She’s good at that.” He looked down at the girl in his arms, eyes soft and fond. “The apartment is ready for you guys whenever you’re ready. Keys are in the P.O. Box. When she’s feeling better, I’ll bring her by. I’m sure she’d love to meet everyone. She has a pair of Black Widow pajamas.” Natasha found herself laughing as the girl groaned, apparently aware enough to be embarrassed.

“Mr. Stark!” She moaned.

“I’ll let Steve know about the apartment.” Natasha turned to go, then paused at the edge of the roof where the fire escape would take her back to the ground. “Thank you, Tony.”

The mask flipped down, covering his face, and the bright eyed of Iron Man stared back at her. “See you around, Romanoff.” And with that, he and the Spider kid were gone.


	23. Caregiver

**Caregiver**

Penny hadn’t been wearing her suit when they’d taken her. But who was ‘they’? Hydra, maybe. Or Ross. She didn’t know anymore. Didn’t know...she was so tired. So...so tired.

Her limbs wouldn’t respond and she tried to figure out why. Was she bleeding? They’d stabbed her...but maybe it had been a needle. Had it been a needle? She just remembered walking to school in the morning. A Tuesday morning. She’d left early to get some work done on her science fair project. She’d been eating an apple for breakfast. Walking to the subway...and then something had poked her or stabbed her, and that had been it. Her energy had just vanished and she’d fallen, hitting the ground. Or...had someone caught her? She didn’t know.

The next thing she’d known, she had been laying on a cot. A thin mattress, a thin blanket and...a pillow. Her head was resting on something. She blinked at a wall that was too close to her nose, trying to roll over, but every part of her body refused to work. “Wh...what?” She muttered, blinking and trying to focus. But she couldn’t. She was so cold, but she couldn’t coordinate her arms well enough to pull the blanket over her. Shivering, she felt her stomach roll, chills ripping through her body.

It took her a long time to roll over. A long, long time. She lost track of the time as she tried to push herself over, and when she finally managed to face the other wall...but it wasn’t a wall. It was...bars. Her who body jerked and she vomited all over the floor, bile running down the side of her bed, and she dropped her head back onto the pillow, shuddering. Her mouth tasted terrible and she wanted to stand up...she wanted to move. To figure out what was going on.

Where was she? Why? She wasn’t at home, but any attempt to figure out anything further led to nothing. A blank space. A black hole. Her eyes drooped and she shivered again. At some point, her cell door was open and she felt another stab in her arm. She opened her eyes and looked up to find a tall metal pole, a bag hanging over it. A bag...a tube...something in her arm. Was this why she was so tired? She tried to grab the needle and pull it out of her arm but she couldn’t. Couldn’t make her arm move. She groaned, then flinched when someone touched her face. Fingers trailing down her cheek. Then her arm was burning and it hurt and she couldn’t open her eyes. It hurt. Her arm hurt. She choked on a sob, but she couldn’t really cry.

She must have slept. When she woke, she felt a little more awake, and stared at the bars of her cell. Stared at the black room beyond, and the filthy floor and the filthy walls and she could barely move. She tried to push herself up, but as soon as she did, her head spun and she bent over the side of the bed and threw up again, not having the strength to put her head back on the pillow. How long had it been?

There was someone else in the room then, a stab in her arm then...nothing. Opening her eyes later, she stared at the cell bars and...this time there was someone out there. They stepped into her cell and she tried to sit up, but then there was a hand on her head. “Now now...we have a lot to learn about you, little spider.” What did that mean? Spider? How would he know? No one was supposed to know. Where was Mr. Stark?

Something else was injected into the back of her elbow...and heat filled her veins. She whimpered, tossing her head and letting out a sob. “No...no. Mr...Mr. Stark?” She begged. Was he there? He had to be! Mr. Stark would help her. Didn’t he know? He had to know...but she’d been walking to school...why were her thoughts...not working? Why couldn’t she think? Penny felt herself crying, but the fire in her veins didn’t stop and she threw up again, this time barely anything coming up. She was so hungry...she thought...or sick. She was hungry or sick or something. Her head hurt. And her arms hurt.

“Stark isn’t here, you little freak.” The voice growled, and she shivered and sobbed until the lights went out...or maybe she fell asleep. She didn’t know. Couldn’t remember. Something happened and she was out and then she was awake again, eyes heavy and dry, mouth so dry she couldn’t even swallow. She was so thirsty...and tired.

Penny looked down at her arms, even though it seemed to take forever to move her head. They were covered in cuts, some healing, some bleeding sluggishly. And there was a needle in the crook of her arm. She wanted to pull it out...maybe that was why she was so sleepy. Or maybe it’s because she was so cold and so hungry and in so much pain. Everything hurt. She couldn’t even focus, it hurt so bad. And...drugs. They were drugging her. It was clearing up. But her body still wouldn’t move. She closed her eyes, slumping on the bed and wondering where Mr. Stark was. Wouldn’t Iron Man save her? He could find her. He had to!

There was a noise. Lots of noise. Gunfire and screaming and people running past her cell. Three, four, five people, all in lab coats. Then another person...they had a gun. The person aimed it at her head and she closed her eyes again, too tired to care. She didn’t know how long she’d been here, but it felt like days. Years. She wanted May and she wanted Mr. Stark but they weren’t here. They weren’t coming. Surely they would have come...how long had she been there? Nothing made sense...time faded in and out and she was so tired. So she waited. But the gunshot never came.

Penny opened her eyes just in time to see someone open the door to her cell. Someone she thought she knew. Surely she’d seen that person before...there was something odd about him. But she couldn’t call to him. Couldn’t open her mouth and couldn’t make any noise and even when she tried to push herself upright, her head spun. Her eyes drooped and she couldn’t focus on the person anymore.

“Shit...Steve, they’ve got a kid in here!” The voice yelled. “Steve!”

“What?” Another person stood behind the bars, then entered her room, the two of them standing over her. Had they moved closer. “Damn it.” He whispered. “Kid?” A hand touched her shoulder. “They’ve got her drugged...look at her eyes.” The man sighed. “Get one of the ones we captured. Bring him in here.”

She tried to figure out who he was...tried to understand. “I...I’m…”. She tried, lips clumsy and thick.

“Take it easy. You’re okay. It’s going to be okay.” He pressed his fingers to her throat. “We’re going to get you out.” She closed her eyes. Time passed. Like magic.

When she opened them again, people were shouting. Angry. “Tell us who she is. Now!”

“I don’t know! I swear! She’s enhanced! They picked her up on the street. That’s all I know!”

“What did they have her one?” Silence. A crack, like a stick being broken. A scream.

“She has a healing factor! They were trying to figure out how it worked! But she’s strong, so they kept her drugged...I don’t know what they were using they didn’t tell me I swear!”

“What were you in charge of?”

Silence.

Crack.

Scream.

“Administering injuries...we cut the subjects arms and legs to test her healing. We introduced infection into some of the subject’s cuts to see how well her body could fight them off.”

“How old is she?” It was her first time the one who’d come into her room first had spoken. Silence. Then a rush to speak.

“Fifteen!” No she wasn’t. She was sixteen. Right? Memories were still so hard.

“I should break every bone in your body, you sick fuck.”

“No...I was just doing what they told me! I was…”

“Following orders?” The second one asked, obvious disgust in his voice. “What’s in the IV?”

“Nutrients. Enough to keep her alive. The drugs are given every six hours. They’ll be wearing off in about two hours.”

“Buck, put him with the rest.”

Screaming. A careful hand on her cheek. She opened her eyes. “Alright. We’re going to get you out of here. We’re going to get you home.”

Home. Where was home? She couldn’t remember. Something about May.

A hand slipped the needle from her skin and she flinched, the reaction delayed and clumsy. Then a blanket was wrapped around her. It was wonderful. She’d been so cold for so long. Arms reached under her, picking her up and holding her to someone’s chest. Warm. Safe. Penny had forgotten about warm and safe. She slept.

When she woke, it was because she was shaking so hard her teeth chattered. A woman’s voice was close. “We don’t know what they had her on. Whatever it was, it was strong. She’s coming down hard.

Sweat poured from her forehead, and cold chills racks through her, so strong and painful that she felt herself crying, even though she hadn’t realized it until just them. A hand touched her cheek and she moaned, miserable. “It’s okay. It’ll be over soon.” The woman reassured her. “It’s alright.” Then, apparently to someone else, “We need to get her on antibiotics. Her body isn’t healing.”

“Where are we supposed to…”

“I’ll do it. Let me call Stark.”

“Stark?” She knew that name….but why? The person speaking sounded incredulous.

“I know you’ve had your problems with him, Steve, but if I tell him that I need antibiotics for a hurt child, you’d better believe he’ll help.” The woman snapped. Penny opened her eyes and the red headed woman smiled down at her, eyes sad. “It’s okay. I know it hurts. We’re going to help you. I have to go get you some medicine. Okay?” Penny nodded, surprised she could. “These guys are going to stay. That’s Steve, and this is Bucky. Don’t worry, they won’t hurt you.” She nodded again, shivering hard. “Get her another blanket. I’ll be back soon.”

Another blanket was draped across her, and the one that the lady had introduced as Bucky sat beside her on the bed, a cold hand laying across her forehead. She sighed, relieved at how nice that felt. She was so hot. Burning. She was burning. “You’re okay. You’ll get through it.”

“I...I’m so...cold.” She was. So cold. And hot. “Hot.” She tried. Both were true.

“You have a fever. They had you drugged…the people keeping you in that cell.” That made sense. Her head was clearing, but she still couldn’t place him.

“I know you.” She told him. He gave her a strange look.

“Yeah. How?” He wondered. She didn’t know. Couldn’t remember.

“I know you?” She tried again, but it sounded like a question.

“I don’t think we’ve met before, kid.” She blinked at him, stomach rolling but so empty. She jerked, trying to get a hand to her mouth, but in a move so practiced and smooth that she would wonder later how many times it had happened, he lifted her, places a trash can in front of her face, and rubbed her back as she threw up. “We’ve got to get some food in you, kid. You’re running out of stuff to throw up.” He told her, looking worried as he eased her back down.

The woman returned. Penny didn’t know how much time had passed. The other man, Steve, had long since returned to the room from wherever he’d gone. Together the two men had sat with her, Bucky on her bed and Steve by the door, making her feel safe. They were big guys. Strong. They’d saved her.

The woman, who finally introduced herself as Natasha, gave her pills to swallow, and in her half-awake state, Penny took them with water and managed mouthfuls of broth that tasted like chicken...like the best chicken she’d ever eaten. This seemed to go on for a while. But Penny couldn’t tell. She just knew that someone had changed her out of her dirty clothes...the long hospital gown that those people had put her in, and dressed her in warm pajamas.

At one point, they all sounded worried, talking in harsh whispers, something about Stark and Ross and drugs. All she knew was that she couldn’t move. Couldn’t speak. Could barely open her eyes. She wheezed for every breath and cried and finally someone sat on the bed with her. Steve. The biggest one. He sat on the bed and stroked her hair and promised that she’d be okay. That he’d be there. She didn’t know what he’d be there for. She felt like she was going to fall apart, she was shaking so hard.

Then it stopped. All at once. She opened her eyes and she felt exhausted and weak, her memory a blur, but she felt okay. Awake. Like her brain was ready to take things in again. And beside her, in a chair by the bed, was the woman. Natasha. Natasha Romanoff. The Black Widow. Steve...Captain America. And Bucky...Bucky Barnes. The Winter Soldier. The three people who’d fought with her mentor had saved her life.

The knowledge hit her like a train and she stared at the ceiling for a moment before Natasha touched her forehead. “Your fever broke. How are you feeling?” Penny turned to her, wide-eyed. “Hey. It’s okay. My name is Natasha. My friends found you...some people were keeping you hostage. But you’re okay now.”

“How long?” She asked, then coughed, accepting the water that Natasha handed her with a tired ‘thank you.’ Once she’d had a drink, she cleared her throat. “How long have I been here?”

“Eight days. We thought...well, it was touch and go for a while. But you’re doing a lot better.” Penny nodded, not sure what she should say. “Do you feel up to eating something? How about soup?” She nodded again. And then, as if he’d been waiting, Captain America brought her a bowl of soup, placing it in her hands. She stare down at it, wondering what to do. “Hey. Eat up, kid. You need it.” The Black Widow urged, so, as if in a trance, she ate, hands shaking from the effort until Natasha scooted closer to hold the bowl.

She was starving, so she managed to eat most of the food, then sat up against a stack of pillows when she was done. All three of her saviors were in the room by then, a small bedroom, she realized for the first time. It had white walls and a lamp on the nightstand beside her. They were all in chairs, the metal folding kind.

“Alright, kiddo. How are you feeling?” Steve asked. Steve Rogers. Captain America.

“Um...better.” She tried. His smile was open and earnestly kind. He’d slammed a shield down on her father-figure’s chest. Left him for dead.

“Good. So we couldn’t find any information on you. The people holding you destroyed most of it. We know that you’re enhanced and that they were testing your healing factor to try and duplicate it.” She nodded. That made sense. They’d hurt her. Glancing down at her arms, she looked at the rows of scars, each made with surgical precision. She knew that her legs had matching ones. She remembered fire and pain. “What's your name?”

“Penny.” The woman made a strange face, as if trying to remember something.

“Okay, Penny. Where are you from?” Penny hesitated to answer Captain America...because he would know. Right? He'd remember this exchange. And then what? Would they still help her when they knew who she was? That she was on Mr. Stark’s side and not theirs? But she missed May. Wanted her. And Mr. Stark.

She looked him in the eye, resigned. “Queens.”

And that was all it took. “Spidergirl.” Captain America whispered. She nodded.

Penny waited for anger. Disgust. An order to get out. But they all just stared at her. She started to get up. “I should go..”

“No. No way.” Natasha shook her head. “You can barely sit up. You can't get out of bed. I'm going to go call Stark...he's had people looking for you...the whole city...I can't believe we didn't…” She shook her head again, as if wiping a slate clean. “We’ll get Tony, okay?” She nodded, feeling her eyes heat up as she leaned against the pillows. Steve went with her, and she was left with the Winter Soldier.

“Hey, Stark’s going to take care of you, kid. Don't worry.” The soldier told her, moving to sit closer. “You okay?”

“I'm sorry.” She wasn't sure what she was apologizing for. Still, he put a hand on her hair...the real one. Flesh and bone.

“You don't have anything to be sorry for.”

She opened her eyes and looked up at him. “Can you tell me what happened?” She asked in a whisper. He nodded. She figured he understood wanting to know what had happened to you while drugged.

“Yeah. Hydra took you about a month ago. Your aunt reported you missing on a Tuesday night when she got the call from your school that you hadn't been. Hydra had you for 21 days. A local cell...we got a lead on them right before we found you but we didn't know...we knew that Stark was looking for his intern, Penny, but none of us paid much attention. He didn't exactly ask us for help. And he didn't tell anyone that you were enhanced so we…well, we never put two and two together, I guess.”

21 days. Hydra had kept her prisoner for 21 days.

Natasha reentered the room, Steve trailing behind. “Tony’s on his way.” Natasha told them, and Penny felt her stomach flip. She'd let herself get capture. Hadn't even tried to fight. She was Spidergirl but…

“There was nothing you could have done.” Bucky told her softly, as if reading her mind. “They drugged you. With stuff that would take Steve and me both down. It took you days to come down off that shit. There was nothing you could have done to get away.” The other two didn't acknowledged his words, but Penny gave him a small, grateful smile. He reached out, putting his metal hand on hers.

She worried about Mr. Stark coming into a room with Bucky Barnes and Steve Rogers. Natasha seemed to talk to him more than the others, but still...she worried.

She shouldn't have.

The man entered the room and didn't even glance at anyone else. His hair was a wreck, eyes red-rimmed as he froze a few feet away from her, desperate eyes raking over her. “Penny…” He whispered her name.

“Hey, Mr. Stark.”

And th he was holding her, dropping onto the bed beside her and gathering her in his arms, his hold gentle and firm, a hand tight on the back of her head. He whispered her name, sobs breaking through, and she held him as tight as she could, which wasn't very hard considering how tired she still was.

“I thought...I…”. Mr. Stark took a long, shuddering breath. “I was afraid that they’d killed you.” Almost, she wanted to say. But didn’t. He already knew, surely.

“I’m sorry. I couldn’t…”. She started, but he cut her off.

“No. You have nothing to be sorry for. Nothing.” He choked out. She hid her face in his shoulder, tears finally coming. “You’re okay. We’re going to get you home, okay?” She nodded.

He held her for a long time. Long enough that she was getting tired again. “May?” She asked.

“She doesn’t know that they found you. I didn’t want to get her hopes up in case…”. He trailed off, a hand landing on her shoulder. “Get some rest, kid. You look tired.” She nodded, not about to complain, and slumped back against the pillows.

She kept her eyes open long enough to watch him approach Bucky who was the closest. Penny tensed, as did the others, but Mr. Stark reached out, gripping Bucky’s shoulders, then pulled him into a hug. “Thank you.” He whispered, and hesitantly, moving slower than Penny would have thought possible, he brought his hand up to touch Mr. Stark's back.

When he pulled away, he turned to Steve Rogers who had taken a step forward, and he reached out and squeezed the man's arm. “Thank you. I don't think I could ever repay you but…”

“Don't worry about it, Tony.” Steve murmured, glancing at Penny who watched through heavy lids.

“About before…” Bucky started, jaw tight, eyes downcast. But Mr. Stark shook his head.

“Forget it. That wasn't…it wasn't you, Barnes. I know that.”

“I killed them.” Bucky whispered, anguished. Tony gripped the man’s shoulder. “Your parents...I didn't…”

“You saved my daughter.” He told him simply. Steve and Natasha threw him surprised looks, but to Penny's surprise, he didn't bother to clarify. “It's forgotten. It wasn't you that did it anyway. We're going to get the Accords abolished...we'll sort all of this out. You're all welcome at the Compound anytime. But for now…” He glanced over at Penny who was struggling to keep her eyes open, his face softening. “I'm going to get her to the medbay at the Compound...get her looked at. And call her aunt.”

Then he was picking her up as easily as if she weighed nothing, her head nestled against his shoulder, and someone covered her with a blanket. A thick one...comfortable and warm. Not like the blanket she could barely remember...the thin blanket and the thin mattress and the bars. “You want me to carry her?” Steve offered.

“No thanks, Spangles. I've got her.”

Thank you for reading!!


	24. No, Stop

**Notes for the Chapter:**

> So this isn't day 31….its day 4. Lots of lovely people sent me prompts that were all really good, but I just couldn't get excited for any of them at the moment…maybe I'll try to do them justice another time. Instead, I'm going with one of the prompts from before I started Whumptober.
> 
> I've been listening to the podcast "Alice isn't Dead" for years and now I'm listening to the audiobook. I love the monsters from that story and really wanted to do a tiny bit of a crossover and horror for Halloween! So…sorry! I hope you still enjoy :) (Also, it's kind of long…Happy Halloween!)

**No, stop!**

It wasn't a stakeout. They weren't police or detectives and this wasn't Brooklyn 99, as Tony put it, so it was definitely not a stakeout.

"So, it's a stakeout, right?" She clapped a hand to her mouth to stop the laughter when she saw the face her mentor made at Clint, the two of them on opposite sides of the kitchen table, Tony eating breakfast, Clint putting his arrows away.

"No. Not a stakeout."

Clint placed an arrow in his quiver and crossed his arms, frowning. "But…we're staying at a hotel in the middle of nowhere to watch a building that we think might house a Hydra cell."

"Sounds like a stakeout to me." Sam put in as he passed the kitchen counter on his way to the fridge, grinning at Penny.

"Did you do this?" Tony turned to her, pointing an accusing finger, and she finally let out the laugh. "I knew it! You just want to live out your Amy Santiago fantasy."

"Can we have code names?" She asked, making Steve chuckle as he placed his packed bag on the living room couch, leaning against the back of the sofa and tuning into the conversation.

"We already have code names, Penny!" Tony groaned, throwing up his hands, the glint in his eye telling her that he wasn't even remotely put out.

"No, we don't! We have secret identities! Well, I do. Everyone knows you people."

Bottle of Gatorade in hand, Sam walked by again and knocked her upside her head playfully. "What do you mean, you people?"

"I mean, none of you can keep a secret." She pulled away, laughing when he went to shove her off the bench. "You barely wear an eye mask, Steve had his own show on TV a thousand years ago and then he did those PSAs, and Mr. Stark, you told everyone you were Iron Man on live TV after, like, three days."

Tony shot out a hand and ruffled her hair, something she definitely could have dodged but didn't. "Why is it only me you can't seem to remember to call by my first name, kid?" He asked, resting the hand on top of her head. She felt her face go a little red and she stared down at the counter where her half-finished breakfast still sat.

"Sorry," she muttered. He sighed, dropping the hand and smiling a little.

"Finish eating, kid. Cap's got that look on his face."

"What look?" She asked, a smile touching the corners of her mouth.

"The look that means anyone not in the briefing room in five minutes doesn't get to come on the stakeout." Steve called, winking at her as he left his bag on the sofa, heading down the hall toward the briefing room.

It had been this way for a wonderful five months. Only five months, she thought to herself as she finished the waffles that Tony had made her. He and Pepper had moved over to the other side of the kitchen, talking softly, his hand on her shoulder, the small bump of her stomach barely showing. The baby was due less than three weeks before her eighteenth birthday, which was pretty cool.

After Thanos…after she'd been brought back from that terrible, empty, cold place, the team had been there. Even though she hadn't been a real Avenger before going to Titan with Tony and the wizard, she certainly had been one when she'd gotten back, her body rematerializing on a dead planet so far from home. And for a terrible, agonizing second, she'd been alone there, screaming and sobbing as her body put itself back together.

And then, a circle had appeared, Mr. Stark stumbling out and dropping to his knees beside her with a force that had made her wince. He'd sobbed her name, holding her so close and promising her that it would be okay…and it had. He'd taken her back through that portal and after resting and recovering and spending time with him and her aunt and Ned, she'd met the team.

They'd all been in the living room of the Tower, and immediately Bucky, Sam, and Wanda had raced to her side, each one of them pulling her into a hug that had left the others speechless. And she had remembered…

A flat, cold, dead place.

Sobbing. Curling into a ball and screaming and sobbing and praying that someone would hear. Begging Mr. Stark to save her, even though she'd known that he couldn't.

Bucky had found her first, approaching like you would a wounded animal, hands up as he tried to calm her down.

Then Sam, snarky comment dying on his lips when he'd found Bucky holding her.

Wanda touching her head, eyes closed, then a red mist putting her to some kind of sleep.

Then waking, calmer, and explaining who she was.

It had been awful. Terrible. Dead. But she hadn't been alone. And even though she couldn't remember all of it, she'd remembered enough to know that these were friends.

Not all of them lived at the Tower. Penny still lived at home with May, catching up on school along with half of the other students that had…disappeared. left. Faded. The other Avengers lived mostly with their families, but some stayed at the Tower. Or the Compound. Natasha split her time between the two. Bruce too, and it seemed like they had some kind of relationship that Penny didn't quite understand. Steve and Bucky spent most of their time at the Compound, while Thor lived at the Tower.

Scarfing down the rest of her food, Penny hurried to hop off the stool, clean her plate, and join the others in the briefing room, sitting by Tony at the large round table, Bucky on her other side. Steve sat at the head of the table, while the others sat around the circumference.

"Is that everyone?" Steve asked, and just like that, he was Captain America. The others transformed too, Penny included, as they all got ready for their mission. "We believe there is a Hydra cell operating out of an abandoned building outside of a small town in Texas. There are a couple of hotels, so the plan is to stay in one for a couple of days to keep an eye out."

"Why not just destroy the base?" Penny wondered. At first, she'd been terrified to speak in these meetings. But after her second one, Steve had caught up with her in the kitchen, hand on her shoulder.

"Never be afraid to ask questions. Even if they seem dumb. I'd rather everyone be 100% clear on what we're doing and why. No one's going to laugh at you, and if they do, I'll take care of them." He'd given her a little smile, back to Steve Rogers, and she'd never hesitated to ask questions in their briefings again.

"We don't want to go rushing in because we have reason to believe that they are communicating with other branches of Hydra around the country. We don't want to give them time to destroy those records." She nodded and he looked around.

"So who's going to be staying in the hotel?"

"Clint, you and Natasha will be going with Penny. You're the least likely to be recognized. You'll be a family on their way to Mexico for a family vacation if anyone asks." He slid a piece of paper toward Natasha that she took without a word. "Sam, you and Wanda will be checking in too. You're on your way to a convention in Dallas." Another piece of paper was slid toward Sam.

"And the rest of us?" Bucky wondered.

"Tony, Bucky, Thor and I will be nearby. Everyone else is on standby.." He didn't elaborate, and Penny guessed 'nearby' involved the Quinnjet and stealth mode. "We leave this afternoon. Any question?" Silence. "Alright. Everyone be ready to leave by 12 sharp."

With that, they dispersed, Penny hurrying to her room to pack. Karen greeted her as soon as she opened the door, hers the only bedroom in her Tower with her own AI. After having Karen text May to let her know that she'd be gone a few days to a week, she heard a knock on her door. "Yeah?" She asked, turning and finding Tony in the doorway.

"Hey, kid." He came in as she was zipping her bag, sitting on the bed beside her. "You text your aunt?"

"Yep."

"She okay with this?" Penny hesitated. They'd been on day-long missions before. But this would be the longest one yet.

"Um…yeah. I think she understands." He nodded. Eyes pensive, he stared at her floor until she joined him.

"How are the nightmares?" Her body seemed to freeze up and she swallowed hard. The nightmares. The ones that had left her screaming and shaking and sobbing in her bed until May had finally told Mr. Stark…Tony. Until Tony had, after she had been staying with him and gone three nights without sleep, had sat with her on the couch and practically begged her to tell him about it. The nightmares where she was reaching for him and screaming and begging and telling him she didn't want to go and still, she felt herself dissolving and then the cold, dead soul world. The place where she'd screamed and fallen apart like a child until Bucky had found her.

"Fine." She told him shortly.

"Karen told me you had one last night." His voice was gentle, not reprimanding, but she bristled anyway.

"Snitch." He chuckled, reaching over to touch her back, the contact grounding her as always.

"Are you up for this?" It wasn't him doubting her, she knew that. By now, she knew that he meant what he said, and he always had her best interests at heart. She nodded.

"Yeah. I don't think it'll be too bad."

"Me either. I'll be nearby, and you'll be staying with Nat and Clint. Wanda and Sam will be close. Just…be careful, kiddo."

"I will. I promise." She meant it, of course. She would always be careful. But they both knew that this job was dangerous. So he draped an arm around her, scooting close and holding her to his side, her head tucked under his chin.

"I love you, kid." It was something Tony had said for the first time right after she'd gotten back, words desperate and scared and so relieved, his lips against her hair. He'd said it a dozen more times, usually after a nightmare, his or hers, or even just in passing, his hand shooting out to ruffle her hair, her dodging sometimes but mostly just letting him.

"I love you." She whispered, and he squeezed her one more time. "So do you guys have a name yet?"

Tony glanced around, leaning in conspiratorially. "Can you keep a secret?" She nodded eagerly. "Morgan. Works for a boy or a girl." He smiled, and she could see in his eyes how excited he was. She was happy for him…he deserved this.

"That's great! May is already knitting blankets." He chuckled, then looked at her more closely.

"You're my kid too, you know that, right?" She felt her cheeks heat up a little.

"I know it'll be different…I don't expect…"

"No. You're my kid, Pen. Just as much as Morgan will be. You'll still be my family. Always. Hell, you're in my will."

"What?" She stared at him, wide-eyed. "What about…"

"Morgan will get plenty too, don't worry about that. But just because Pepper and I are having a kid, don't think that's going to mean I won't have time for you anymore. You're my kid." Eyes getting hot, she nodded, and he gave her a kiss on the top of her head. "Alright, Pen. That's enough of that." She laughed. "You'd better get ready or we'll be late for the stakeout."

They took the Quinjet, the stealth mode keeping them well hidden until they reached a flat, grassy field next to the road where two cars waited. Penny, Nat, and Clint would take one, while Wanda and Sam took the other, the others waiting in the Quinjet. Tony squeezed Penny's hand before she left with the others. "Call me if you need anything, kid." He urged. She squeezed his hand back, smiling at the others, then jumping into the back seat of the car.

The hotel was about an hour's drive from where they'd parked the jet, and Penny waited with Nat while Clint checked them in under a fake name, the three of them getting a room with two beds on the top floor with the best view of the building across the street in the tiny town. It boasted a small local convenient store, a gas station that doubled as a diner, and three boarded-up businesses in addition to the one they were watching, which had once been a law office according to the faded paint.

The hotel room looked just like Penny had imagined a budget hotel room in the middle of nowhere would look. Pale, muted colors, generic art, a small fridge that hummed incessantly, and a coffee pot that had seen better days. Through one door was a small closet, and through another was a bathroom with confusing knobs that, Penny assumed, somehow made the shower work.

Nat dropped her bag onto the bed furthest from the door. "Penny, we'll share a bed." She told the girl, leaving no time for Penny to worry. "Clint, you want to get set up?" He nodded. "We're going to avoid being seen as much as possible, so Penny, you'll be getting most of the food for us. Okay?"

"Sure."

"While you're out, walk by the building, see if you hear anyone inside. And keep your ears open for gossip. But don't try to get inside by yourself, understand?"

"You got it." Natasha threw her a smile, her and Clint working on setting up video surveillance equipment focused on the building next door, the lens of the camera nestled against the curtain, hidden enough by the blinds that there wouldn't be a chance of the people in the building to notice. The footage, according to Clint, went straight to the Quinjet so there would be plenty of eyes on it. They were also watching for strange people coming into town, anyone going near that building, etc. A stakeout. And Penny was involved.

It turned out, stakeouts were kind of boring. She texted Tony once or twice during the first hour, letting him know that it was boring and that the hotel wasn't very nice. He offered to send her and May on a fancy vacation to a nice hotel, or her and Ned (that last one was sent with a winky face emoji that made her roll her eyes and give a reluctant laugh). She declined but worried that he would do it anyway. She pulled out one of her textbooks and read, then pulled out a regular book…Clint and Natasha didn't care if she did homework.

The other two occupants of the room made small talk, read their own books, or flipped through the TV channels until it was getting close to dinner time. Penny left the hotel around six, making her way slowly down the road and around the corner toward the diner/gas station where they would probably end up getting most of their food. It was full, huge semi-trucks parked in the back lot, and she found herself in a room full of rough looking older men and a couple of women, the latter not sparing her much of a glance, the former raking their eyes over her, staring at her feet and stopping somewhere around her chest. She pretended that she was Natasha, super-spy and giver of zero shits, ignoring every one of them with ease. Well, pretend ease.

The woman at the counter called her 'honey' and 'sweetheart,' when she ordered four burgers and fries, a salad for Natasha and milkshakes for her and Clint. "Are you sure you can carry all that by yourself, honey?" The woman asked, an older lady with short, blonde hair tied back in a hairnet.

"Yes, ma'am. I can manage." She smiled. Beside her, one of those large, smelly men smiled down at her. They weren't all awful…some were normal looking, fairly attractive, clean people, but the ones who kept getting close to her were the worst. They vied for spots close to her at the counter, leaning in close.

"Hey there, honey. What brings you here?" He asked her, and she thought about ignoring him. But she knew that most girls would be a little intimidated…besides, she couldn't be the one to blow their cover.

"Just…on a vacation with my family."

"Yeah, where you headed?" He asked, casting a quick glance down at her fingers. No ring. She figured that meant she was up for grabs. A couple of people had acted this way with her at Mr. Stark…Tony's big company events, but Tony was usually nearby to shut that right down. Now she was on her own. Not that she was in danger…just uncomfortable.

"Mexico." The man snorted, and Penny felt dread in her stomach.

Please don't say something racist, please don't say something racist, she thought, repeating the mantra over and over in her mind. "What do you want to go down there for?" He asked, that country twang full of disdain. Before he could give her any more opinions, the waitress came over with two bags of food and the two milkshakes. "Wow…that's a lot to carry. You want some help?" He asked.

"No thanks." She gave the man another cheery smile, making her way back through the diner, then down the road to the hotel where she rode a crowded elevator back up to the top floor, then delivered the food, offering Natasha change that she waved away. The food wasn't awful…just greasy and only mildly hot. Still, no one complained, and Clint and Penny gave themselves brain freezes sucking down their milkshakes.

The next two days drug by and Penny thought she might go crazy if she had to spend one more second in that room. She fought not to bounce off the walls, although she did spend her fair share of time on the ceiling, much to Clint's amusement. He and Natasha didn't seem annoyed with her, so thankfully, she didn't feel too bad. She went to the convenience store for lunch each day, finding them chips and salads and stuff to make sandwiches, and the diner for dinner, each time bringing enough food for all three of them, each night talking to a different waitress who barely seemed to notice her other than a quick, concerned, 'are you sure you can carry all that.' Penny always assured her she could.

At night, Penny did her actual job, slipping out of the hotel and passing by the building, circling around the whole street and past the other abandoned buildings, under strict instructions not to attempt to enter any of the buildings. She listened. And she heard…footsteps. Speech too quiet to make out. She wanted to get her suit on, employ enhanced reconnaissance mode, but she'd need to be a little closer and she didn't want to risk getting caught in her suit. Still, she walked. She listened. And she told Natasha and Clint everything. They still hadn't caught anyone going inside, despite her perching just out of sight of the building and Clint and Natasha watching the front, and Penny was starting to lose hope.

When she returned to the hotel and crawled into bed beside Natasha, she had Nightmares. Not as bad as the ones that made her wake up screaming, but still…bad. She would wake herself up, or Natasha would shake her, a hand resting on her back until she could fall back to sleep. Once, she snuck into the bathroom and dialed Tony. He answered after only half a ring. "Penny?"

"Hey, Mr. Stark."

"Nightmare?" He asked, voice gentle. She sniffed.

"Yeah." And then he'd talked to her for an hour, asking about the hotel and Nat and Clint and telling her funny stories about Steve and Thor until she was too tired to keep her eyes open.

They'd been at the hotel for three full days. It was getting late as she made her way down the street toward the diner that was, for the fourth night in a row, packed. She made her way up to the counter, scanning the room for anyone she'd seen before. Her eyes raked over the men and women in the booths and tables, then paused when she saw him.

He was…wrong. That was the only way she could think to phrase it. As she leaned against the counter, her eyes refusing to pass him by. He was wearing a dirty yellow polo shirt that fit him…oddly, the word Thistle embroidered over a pocket on the left side. It was stained, darker yellow and brown splotches on the front. He ate, but not really. He had a plate of chicken in front of him, covered in sauce, and fries, and he seemed to use his hands as a shovel, stuffing them into his mouth and following. His skin was loose, sagging in strange places, and his face was crooked somehow. Her stomach turned just looking at him, but she couldn't stop, not even when he lifted his eyes, meeting hers and smiling as if in recognition.

"Honey? What can I get for you?" She'd been planning on getting chicken, a break from the burgers, but she ordered salads and sandwiches instead, unable bring herself to order chicken after watching that man eat it. She wanted to call Tony. Tell him she was scared. But why? Why would she be scared? "Honey?" Penny was jerked out of her thoughts when she realized the waitress was still standing in front of her. "You want anything to drink?"

"Um…milkshakes. Three." Penny muttered, glancing back at the man. Was he closer? Had he moved to a closer table? Why? She suppressed a shudder, reminding herself how strong she was. How quickly she could get back to the hotel…how quickly she could have super soldiers and spies and a literal demigod down here to help her. But she was still afraid. It was primal…the man was wrong. Uncanny. Human, but not really. She would have to try to explain him to Natasha and Clint, back at the hotel.

Sitting at the counter and waiting for her order, her skin crawled, spider senses screaming until someone sat beside her. She prayed it was a normal old pervert, or, even better, a woman who had no interest in her. But it wasn't. Glancing over, she saw the man…the man with Thistle on his shirt. He was leaning in close, speaking to her as if they were old friends. "Nice weather we're having, huh?" He asked, the remark almost amused like he was making a joke.

"Yeah. It's…hot." Penny shrugged, leaning away from him. He smelled wrong too, bad, but not like body odor or sweat. Instead, he smelled like…like…rot and dirt and compost. Fruit decomposing. She suppressed a shudder.

"Yeah. So, where are you heading?" He wondered.

"Family vacation. Mexico." She regurgitated the story. He got closer, eyes on her chest or throat, she couldn't tell, and she shrunk back.

"Mexico." He repeated, once more like he was telling a joke. "You've been staying at that hotel for quite a while…haven't seen any family."

"They don't get out much." She told him dryly, praying that the food would be done soon…that she could call Clint or Natasha and ask them to walk with her, not caring that it might blow their cover. Or she could call Sam and Wanda, whom she'd only seen in passing. She had to assume that they were getting food from somewhere too, but they couldn't risk walking together.

"Really." He smiled, nothing but amusement and disbelief in his eyes. Right then, the waitress dropped off her bags, placing them and the milkshakes onto the counter. She gathered all of it in her arms. "You need some help with that?"

"No." She told him too quickly, struggling to juggle the bags and the cups, not caring if she spilled anything. She had to get out…get back to the hotel…back to the Quinjet. This man was wrong and he wasn't human and…and he was following her. Arms full, she headed down the dim road, past the well-lit gas pumps, and she heard the footsteps…felt the presence and smelled the rot and an arm caught hers. Too tight…he was strong. Stronger than he should be. She couldn't pull away. She whirled to face him, arms still loaded and he got too close, grinning and showing dull yellow teeth that matched his shirt.

"Leave me alone." She ordered. Her voice should have been stronger. Instead, she sounded like a child. Like a scared child.

"You want to see something funny?" He asked, and she looked around eyes wild. No one was around. She was still clutching the bags. Coming to her senses at the last moment, she dropped the bags, yanking her arm away…and screaming when his arm didn't give, not even a little.

"Let me go!" She ordered, voice hysterical and high pitched, bringing up a fist and slamming it into his arm…it gave. As if she'd punched a waterbed…something under his skin crawled or sloshed or something equally disgusting and terrifying. "Let me go!" She pulled again, screaming when her shoulder threatened to pop out of place. He shouldn't be that strong…Steve wasn't that strong! Maybe Thor…but Thor had never restrained her. Never gripped her arm hard enough to leave bruises and never backed her against the wall and smiled, too close, eyes dancing.

His mouth opened and she screamed, but no one was around…no one even stopped. "Let me go! Let me…no…no, stop!" She brought another fist up, hitting him as hard as she could in the side of the head. He staggered back a little, and she turned and ran, making it three full steps before his weight slammed into her. She didn't fall…she was strong enough to hold him up, even with his momentum…but then there was pain in her neck…searing, burning, tearing pain. She screamed. "No…stop!" She begged, knees buckling as she crumbled, her body hitting the concrete, and he ripped, mouth covered in blood that dripped down his chin and down onto her face as he straddled her, swallowing and smiling while she screamed, feeling her blood rush from her body. "No…stop." She looked around, but there was no one. Somehow. A car drove by, but the driver didn't even glance over. He'd bit her…he'd bitten off a chunk of her neck right at the base by her shoulder and…and she was bleeding…so much.

He stood, lips curved in a smile as he took a step back. "I'll see you around, Penny Parker." He told her, ambling away, and she gasped, bringing a hand up to her neck and then screaming when the raw wound pulsed with pain. Too much blood. She was bleeding so much and her body was trying to heal but it hurt and she was so sick and her heart raced…she needed help. How long until she bled out…how long until Natasha and Clint came looking for her? Why had he left? Was he coming back?

Her fingers searched until she reached her pocket, digging into her pocket until they touched her phone. Pulling it out, she unlocked the phone, then scrolled through her contacts with bloody, shaking hands. She finally stopped on Natasha, knowing she was closest. The phone rang twice before Nat picked up. "Hello?"

"Nat? Nat…help…" She whimpered, tears dripping down her cheeks and mixing with the blood, fire shooting through her whole body and starting on her neck. "Please…"

"Penny? What happened? Where are you?"

"Diner…outside…hurry…" Her head dropped back down onto the concrete, weak hand pressing against the gaping wound on her neck and making it hurt worse. Sobbing, she tried to apply pressure, right up until there were rushing footsteps, and someone fell to their knees beside her. The person removed her hand and pushed a piece of cloth against her neck.

"Penny? Shit…what happened to her?" Clint asked, crouching on her other side. Natasha was the one applying pressure, and Penny opened her mouth to reply, barely able to.

"He…he bit…not human…too strong." She slurred, knowing that, had it not been for her enhanced healing, she would probably be dead.

"Clint, carry her. I'm going to call Tony. Tell them Penny is down. We need extraction. He'll want to get her back to Bruce." Tony. She wanted Tony.

"I'm sorry.." Penny rasped, and Clint knelt, hands slipping under her back and shoulders, lifting her with a grunt.

"Don't be sorry. You're going to be okay."

"Ruined…mission…"

"Nope. You didn't ruin anything, kiddo." Clint assured her. The three of them hurried down the street, and Penny was vaguely aware of people staring. Where had those people been before, when she'd been bleeding on the sidewalk?

"Tony? We need extraction for Penny. She's hurt." Natasha murmured, speaking too softly for passers-by to hear. She couldn't make out Tony's reply, but it was loud and he was afraid. "Tony, get Steve and tell him what happened. We need medical here now." She paused. "Open wound on the neck. Blood loss. Bruising on arms."

Penny closed her eyes, leaning against Clint's shoulder, and he rushed her through a back door of the hotel, the three of them racing up the stairs, and then they were laying her on the bed, a wet washcloth pressed against her neck. She screamed, eyes rolling back as she tried to arch away. "Easy, Penny. It's okay, kid." Clint murmured while Natasha pressed against the wound on her neck.

It took less than ten minutes for Tony and Steve to arrive, both dressed in strange street clothes, hats pulled over their faces, and Tony was sitting beside her on the bed immediately, a hand on her forehead. "It's healing, but she lost a lot of blood," Natasha told them. "If she wasn't enhanced, she'd be dead."

"Penny, what happened?" Steve asked, face soft and serious, but not like Captain America serious. More…worried. Like her friend Steve, not the Captain in charge of the Avengers. Tony threw him an irritated look but didn't cut in.

"Monster." She whispered. Talking hurt. So did moving. "He was…monster. Wrong. Stronger than me. When I punched him…it didn't hurt him. It gave…" She coughed, sobbing when it just hurt, tears running down her cheeks.

"Okay. That's okay, Pen. You don't have to tell us right now. You just rest, honey. We're going to get you to Bruce. He's going to help you, okay?" Steve put a hand over his mouth, jaw tight, his expression pained, and Penny reached out and caught his arm before he could go.

"Thistle. His shirt…it said Thistle." She told him, and he nodded, gripping her hand in his own.

"Okay. We're going to find out who he was…you go with Tony. He'll get you back to the Tower. You're going to be okay." He told her, his hand squeezing hers before placing it carefully back on her stomach.

Tony carried her out of the hotel, not caring if people saw. His face was set, stony and serious as he placed her in the car, thick gauze pad and bandages on her neck. She leaned her head against the window, dozing as he drove. "I'm sorry." She told him at one point. He reached out, a hand resting on her knee.

"Don't be sorry, honey. You have nothing to be sorry for. We're going to find this guy, and we're going to get him." She shook her head even though it hurt.

"He's not human, Mr. Stark. He's a monster." The words were a child's, but he turned to her, eyes soft and serious as he nodded, hand shaking as it gripped the wheel. He believed her. Of course he did.

"Get some rest, Pen. We'll get you fixed up, and then we're going to hunt down a monster."


End file.
